Appendix — United States v. Marine Bancorporation, Inc.

Supreme Court brief1974

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Text

Supreme Court of the United States

OCTOBER TERM, 1973

No. 73-38

UNITED STATES OF AMERICA,

Appellant,

—

MARINE BANCORPORATION, THE NATIONAL BANK OF

COMMERCE OF SEATTLE, WASHINGTON TRUST BANK,

AND JAMES E. SMITH, COMPTROLLER

OF THE CURRENCY

ON APPEAL FROM THE UNITED STATES DISTRICT COURT

FOR THE WESTERN DISTRICT OF WASHINGTON

INDEX

Page

Docket Entries 1

Complaint by the United States filed October 22, 1971 9

Defendants’ Answer to the Complaint filed November 22,

1971 . 17

Intervenor’s Answer to the Complaint filed December 8, 1971.. 24

Defendants’ Answers to Plaintiff's Interrogatories:

No. 5(A)(2), (3) = 30

Na e 2 44

No. 23 53

No. 30 — 60

No. 33 75

No. 34 — — 80

No. 40 = 84

No. 48 „% A 87

ii INDEX

Page

Plaintiff's Answers to Intervenor’s Interrogatories (Set.

No. 1):

Ne 114 „%ỹœd!ũñũñ„% 91

No. 15 91

No. 16 4 92

No. 17 92

Deposition of Robert F. Buck taken August 16, „ 93

Buck Deposition Exhibit 1“ * 1514

Buck Deposition Exhibit 22 1516

Buck Deposition Exhibit 3“ 1576

Buck Deposition Exhibit 4“ 1407

Buck Deposition Exhibit 5 132

Buck Deposition Exhibit 6“ 1358

Buck Deposition Exhibit 7 136

Deposition of Maxwell Carlson taken August 16, 1972 137

Carlson Deposition Exhibit! 152

Carlson Deposition Exhibit 2* 1273

Carlson Deposition Exhibit 33 154

Deposition of Ralph J. Stowell taken August 16, 1972 157

Stowell Deposition Exhibit 11 1432

Stowell Deposition Exhibit 2* . 1433

Stowell Deposition Exhibit 3* 1393

Stowell Deposition Exhibit 4* = — 1284

Deposition of Frank A. Abersfeller taken August 17, 1972 195

Abersfeller Deposition Exhibit 1 236

Abersfeller Deposition Exhibit 2. 1391

Abersfeller Deposition Exhibit 3 239

Abersfeller Deposition Exhibit 4 240

Abersfeller Deposition Exhibit 57 . 1279

Deposition of Andrew Price, Jr. taken August 17, 1972. 242

Price Deposition Exhibit 1-1“ 1430

Price Deposition Exhibit 1-222 . 1429

Price Deposition Exhibit 1-37 1428

Price Deposition Exhibit 1444 .. 1427

Price Deposition Exhibit 1-5 1426

Price Deposition Exhibit 1-6) 1425

Price Deposition Exhibit 1-7* 1424

Price Deposition Exhibit 1-8 1423

Price Deposition Exhibit 1-999 1422

Price Deposition Exhibit 1-10* .. 1421

Price Deposition Exhibit 1-111. .. 1420

Deposition Exhibits which correspond to Government Exhibits

are reproduced in the category of Government Exhibits.

INDEX iii

: Page

Deposition of Andrew Price, Jr. taken August 17, 1972—Con-

tinued

Price Deposition Exhibit 1-12* 1419

Price Deposition Exhibit 1-13* .... 1418

Price Deposition Exhibit 1-14* 1417

Price Deposition Exhibit 1-15* 1416

Price Deposition Exhibit 1-16* 1415

Price Deposition Exhibit 1-17* 1414

Price Deposition Exhibit 1-18 327

Price Deposition Exhibit 1-19* 1413

Price Deposition Exhibit 1-2o )) 1412

Price Deposition Exhibit 1-21* 1411

Price Deposition Exhibit 1-22* 1410

Price Deposition Exhibit 1-23* 1409

Price Deposition Exhibit 1-24* _............ 1406

Price Deposition Exhibit 1-25* .... 1404

Price Deposition Exhibit 1-2 1403

Price Deposition Exhibit 1-27̃77 1402

Price Deposition Exhibit 1-28* — 1401

Price Deposition Exhibit 1-297 1400

Price Deposition Exhibit 1-30* 2.0.2.2... 1399

Price Deposition Exhibit 1-31* . 1398

Price Deposition Exhibit 1-32* 0. 1397

Price Deposition Exhibit 1-33* 1396

Price Deposition Exhibit 1-344. — 1395

Price Deposition Exhibit 1-35“ — 1393

Price Deposition Exhibit 1-36 1394

Price Deposition Exhibit 1-37c0rmũ d 1392

Price Deposition Exhibit 1-3ũ 1391

Price Deposition Exhibit 1-39“ 1389

Price Deposition Exhibit 1-40* 1390

Price Deposition Exhibit 2ãũ : 1433

Price Deposition Exhibit 3* 1432

Price Deposition Exhibit 4* 8 1593

Price Deposition Exhibit opöĩ·⸗u 1650

Price Deposition Exhibit din 1514

Price Deposition Exhibit 7 — 1573

Price Deposition Exhibit 8 sees 329

Price Deposition Hubibit 8° .........2:...02.0.5 0. 1356

Price Deposition Exhibit 10 00 1358

Price Deposition Exhibit 11* — 1857

Deposition of Dean W. Loney taken August 18, 1972 331

Loney Deposition Exhibit 111i 1514

Loney Deposition Exhibit $* ........................................ 1573

Pretrial Order and attached Exhibits A through H, filed

eaneery 6.1016 ee ee 364

* Deposition Exhibits which correspond to Government Exhibits

are reproduced in the category of Government Exhibits.

iv INDEX

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 8, 1973:

A

Page

446

ppearances

Transcript of the proceedings.

Testimony of Robert E. Smith

—direct—[50]

—voir dire—[57]

—further direct—([61]

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 9, 1973:

Appearan ces ...... .....

Testimony of Robert E. Smith (resumed)

direct [117 13—L—„U———.———.———.—.———————

—cross—[158] 8 —

redirect [1833 . .

Testimony of Warren P. Cooley

Adirect—[19313q2⁊—.:——————.—.——.——.—.——.

eros [20911 ——.—————.———.——:—.———.ͥ—.ꝛ—

Testimony of Michael Marston

direct [218B 1 ———————.————.——.——.—

—cross—([264]

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 10, 1973:

Appearances . ...... ......

Testimony of Charles F. Haywood

direct [3299 —.yꝙ——.—— ᷑——.——.—

eres 185781] ——————..———.————4̈(2—õͤ—õ

direct — [4251 —᷑———.—————.—ꝗ:ůi—.—

eross—I4d((lJ————.————.—..ç.——.————.

Testimony of Maxwell Carlson

direct 459 ————.——'————.—u—.——-g—ůũiZ—!ᷣõ—.———

Transeript of proceedings held before the Hon. William N.

Goodwin, United States Distriet Judge for the Western

District of Washington, on January 11, 1973:

Appearances

Testimony of Joseph C. MacMurray

direet— [4883 —————u—.—————— .

—CTOBB— [5551 ——.—.——L————..—u.

redirect 4I57444ET——.——.————.———

447

473

477

479

510

511

533

549

555

INDEX v

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 11, 1973 :—Continued

Testimony of Richard G. Bennett

—direct—[622] 804

—cross—[633] 810

—redirect——[645] 818

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 12, 1978: >

Appearances 820

Testimony of Betty Bruckner

—direct—[654] 822

—cross—[656] 824

—redirect—[662] 828

Testimony of William F. Barrett

—direct—[663] . 828

—cross—[672] 834

Testimony of Leroy Johnson

—direct—[684] 841

—cross—[687] 843

Testimony of Maxwell Carlson (resumed )

—direct—[692] 846

—cross—[715] 860

—redirect—[749] 881

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 15, 1973:

Appearances 883

Testimony of Raymond A. Hanson

—direct—[756] 884

—cross—[761] 887

—redirect—[773] 893

Testimony of Neil Degerstrom

—direct—[774] 894

—cross—[779] 897

Testimony of E.D. McCarthy

—direct—[780] 897

—cross—[785] " 1 900

redirect 788] 902

Testimony of Arden Jacklin

—direct—[789] 903

—cross—[793] 905

redirect [797] . 908

Testimony of R. Neil Williams

direct 798. 908

—cross—[802] 911

vi INDEX

Page

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 15, 1973 :—Continued

Testimony of Leonard Maxey

—direct—[803] —

—cross—([805] * 913

redirect [807] 914

Testimony of Merton L. Howard

direct [80813 ———————u—————.—.—(. „ 915

—cross—(811] 917

Testimony of Philip H. Stanton

—direct—([814] 918

—cross—([846] 937

—redirect—[861] 945

Testimony of T. Robert Faragher

—direct—[867] 948

—cross—([911] 974

Transcript of proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 16, 1973:

Appearances 1007

Testimony of H. Joe Selby

a EE |_| | 1008

—CTOSB— [979] 111————————ꝗ2nl.—.—u—.—u.—u—. 013

—redirect—[1018] 1036

Testimony of Nevins D. Baxter

—direct—[1031] 1043

—cross—[1066] a. 3 1063

Testimony of Robert K. Hurni

direct [1132] : 1102

Transcript of procedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 17, 1973:

Appearances ... 1115

Transcript of the proceedings 1116

Government Exhibits:

0000 —. —— 1148

GX A-2 1149

GX A-3 . 1150

GX A-4 1152

GX A-5 .. 1153

GX A-6 1154

GX A-7 1155

81 A-2222 ——.—.———..—]——.————— 1156

GX A-9

GX A-10

GX A-11

GX A-12

GX A-13

GX A-14

GX A-15

GX A-16

GX A-17

GX A-18

GX A-19

GX A-20

GX A-21

GX A-22

GX A-23

GX A-24

GX A-25

GX A-26

GX A-27

GX A-28

GX A-29

GX A-30

GX A-31

GX A-32

GX A-33

GX A-34

GX A-35

GX A-36

GX A-37

GX A-38

GX A-39

GX A-40

GX A-41

GX A-42

GX A-43

GX A-44

GX A-45

GX A-46

GX A-47

GX A-48

GX A-49

GX A-50

GX A-51

GX A-52

GX A-53

GX A-54

GX A-55

GX A-56

GX A-57

GX H-138

GX H-14

GX H-15

GX I-l-a

GX I-1

GX I-l<

GX 1-2

GX I-3

GX I-4-a

GX I-4-b

GX I 4c

GX 144

GX I-4e

GX 14

GX I-6-a

GX I-6-b

GX I-7

GX I-8-a

GX I-8-b ..

GX I-9-a

GX I-9-b

GX I-10-a

GX I-10-b

GX I-ll-a

GX I-11

GX I-ll<

GX 1-114

GX I-ll-e

GX I-11-f

GX-J-1

———

GX J-2

GX J-3

GX J-4

GX J-5

GX J-7

GX J

GX J-9

GX J-10

GX I-11

GX J-12

GX J-18

GX J-14

GX J-16 .............

GX J-16

GX J-17 .....

GX J-18

GX J-19

GX J-20

GX J-21

—

GX J-22

x INDEX

Page

GX J-23 1399

GX J 24 1400

8118 —.—ß—ç—tjß§—22v...ĩͤĩrX5xX—⸗J̃ ĩ—.— 1401

GX J-26 — 1402

GX J-27 1403

GX J-28 1404

GX J-29 1405

GX J-30 1406

GX J-31 1407

GX J-32 1408

23—L-—ͤu-«cc w ⁵ k ]³Xnł¼lůU 1409

GX J-34 1410

GX J-35 1411

GX J-36 1412

GX J-37 1418

GX J-38 ini 1414

GX J-39 . 1415

GX J-40 1416

GX J-41 .. 1417

GX J-42 ä — 1418

GX J-43 1419

GX J-44 ͤ„ä— 1420

GX J-45 1421

—/ 26 ——3—5—7—75ðTᷣͤĩÄͤ˙ꝛ.u— 1422

GX J-47 1423

GX J-48 — * 1424

CO BD —8——5rß«—,5⅛ö ů—ßK—rßÄ1,ß§L’ù1ñw—ů— 1425

8808.—8—5rßð—,:T———————r5rv5rv.kb — 1426

GX J-51 1427

GX J-52 1428

GX J-53 a 1429

GX J-54 1430

GX K-l 1481

GX K-2 1482

—1ꝑé12—.—ß—5rßð—-æʒ—ñVñĩjö2X—X—— ́“Pͤç—— 1433

GX K-4 1435

GX K-5 = 1436

GX K-6 1438

GX K- 7-2 — 1440

GX K-7-b . 1441

2 ̃ ͤ ̃]⁵—· 1442

GX K- 1443

817t ————ßůß—8ß—ß—t—ß—ß—ß—ß5ß5ð5ið—. 1444

GX K-10 1445

GX K-ll-a — 1446

GX K- 11 1447

888 —.— 1448

GX K-13 .. . ͤBäP1 1452

GX K-14 — 1454

xii

GX K-48-b

GX K-49-a

GX K-49-b

GX K-50

GX K-5l-a

GX K-51-b

GX K-6l-<

GX K-51-d

GX K-52

GX K-53-a

GX K-53-b

GX K-54-a

GX K-64-b

GX K-55-a

GX K-55-b

GX K-55-c

GX K-56

GX K-57-a

GX K-57-b

GX K-58

GX K-59

GX K-60

GX K-61

GX K-62

GX K-63

GX K-64

GX K-65

GX K-66

GX K-67

GX K-68

GX K-69

GX K-70

GX K-71

GX K-72-a

GX K-72-b

GX K-72-b-1

GX K-73

GX K-74-a

GX K-74-b

GX K-74-c

GX K-75

GX K-76

GX K-77

GX K-78

GX K-79-a

GX K-79-b

GX K-79-c

GX K-80

1570

1573

1576

1579

1591

1592

1593

1607

1608

1612

1613

1615

1616

1617

1618

1634

1650

GX K-81 1667

GX K-82 1668

GX K-83 1669

GX K-84-a 1678

GX K-84-b 1679

GX K-85-a 1680

GX K-85-b 1681

GX K-85-c 1682

GX K-86 1683

GX K-87-a 1684

GX K-87-b 1685

GX K-88 1686

GX K-89 1688

GX K-90 1690

— —ö—᷑Z¶? 1691

GX K-92 1692

GX K-93 1694

GX K-94 — 1695

GX LI 1697

—ZA 1747

GX M1 1753

GX M- 2 1758

GX N 1769

GX O-1 1820

GX 0-2 1821

GX 0-3 1822

GX 0-4 — 1823

GX 0-45 — 1824

GX 0-6 1825

GX 0-7 1826

GX 0-8 1827

Gx 0-9 1828

GX O-11 1829

GX 0-19 1830

96 ——— — 1831

Defense Exhibits:

DX 1 1832

DX 2 1833

1 ͤ— ͤ — 1834

4 —— —ů—ů ——— 1835

253——ů——ůůů—ů—ů—ů—ů ů— 1836

DX 6 1837

3333 ů ———— 1838

DX 9 1839

DX 10% — 1840

PPP A 1841

* Colors are not shown on this map in the Appendix. They are

shown on the map in the record certified to this Court.

DX 20

DX 21

DX 22

DX 23

DX 24

DX 25

DX 26

DX 27

DX 28

DX 29

DX 30

DX 31

DX 32

DX 33

DX 34

DX 35

DX 36

DX 37

DX 38

DX 39

DX 40

DX 41

DX 42

DX 43

DX 44

DX 45

DX 46

DX 47

DX 48

DX 49

DX 50

DX 51

DX 52

Intervenor’s Exhibits:

Exhibit L to Intervenor’s Exhibit 500

Exhibit (1) to Intervenor’s Exhibit 500

Transcript of Proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on January 31, 1973 at Tacoma,

Washington

1857

1858

1859

1861

1862

1863

1864

1865

1866

1867

1868

1870

1871

1873

1875

1877

1879

1881

1883

1891

1899

1900

1901

1902

1904

1905

1908

1911

1912

1913

1914

1915

1916

1918

1920

INDEX xv

Page

Findings of Fact and Conclusions of Law filed January 31,

1973 1932

Transcript of Proceedings held before the Hon. William N.

Goodwin, United States District Judge for the Western

District of Washington, on February 22, 1973 at Las

Vegas, Nevada 1953

Notice of Appeal to the Supreme Court by the United States

dated March 30, 1973 1970

Order of the Supreme Court noting probable jurisdiction,

dated October 15, 1973. 1973

1491

NATIO? “. BANK OF COMMERCE OF EATTLE GX K-34-a

December 8, 1967

Mr. Dean W. Loney

Loney, Westland & Raekes

Attorneyos-at-Law

P. O. Box 6125

Kennewick, Washington 99336

Dear Hr. Loney:

Following our earlier conversations, I have

discussed tho formation of the Columbia Center National

Bank with several potential investors. Listed on the

attached schedule are tho names of 411 the peoplo with

whom I have had any discussion about investing in the

bank, All of the people have expressed a willingness

de make cepttal- fundo-eveitebte-to the new bank no

Since the total percentage chown on the attached

schedule is for 30. 721, there remains 61.28% of the stock

to be placed among other people in your area including tho

organizors. As you have indicated in your letter to Mr.

Leaf dated December 7, 1967, the organizers, directors and

their interests will not om more than 402 of the bank's .

stock. I bolicva Mr. Glenn Leo end tr. Robert Phillip

have expressed en interest in the stock, Mr. Bert Field

has, and 1 presume the manager of the bank will wich some

stock. ‘

You attached a copy of Mr. Boy's letter of

September 22, 1967 to the applicat ton. You may wish to

consider ochding a copy of his letter dated Decenber 1,

1967 co that Mr. Leaf will sense tha speed with which

this project is progressing.

Mr. Fun and Mr. Stowoll will bo happy to fill

out the forms similar to the ones the organizers completed

when you send them over to me, 7

Sinceroly yours, a

Andrew Price, Jr.

Chainnan

AP :we .

Enclosure

1492

22. — . Ue RENCE UP sEALILE

Cory ‘

SCHEDULE, OF PROPOSED STOCK OMERSIIPS

COLUMBIA CENTER NATIONAL RANK

Name and Percentage of

Address K 222.92.

5 E fates . 7 ‘HOLDERS 10%

P. O. Box 2232

Seattle, Washington 98111

! 5%

2

Broughton J and Coupany

Dayton, Washington 99328

Shonn Corrinaton & Goomeny 2 321

c/o Trust Dopartment. ‘

P. 0. Box 3966

Seattle, Washington 98124 y 3, 34

! 5 shee ts — . f

Walter J. Punk * ‘ 2

1555 Magnolia Way N. UV.

Seattle, Washington 98199

ii $%

Nemphill Brothers, Inc. . ,

201 Doren Avenue Worth /

~ Seattle, Washington 98109

John A. Malone end Ancociates Tes . 6%

McKernan liardware & Impicuent Compeny 7

Pomeroy, Washington 99347

Philip A Padolford &%

Wachingtoa buildiug / .

Seattle, Washington 98101 .

Ralph J. Stowell - / 1.50 %

P. O. Box 3966 N

Seattle, Wachington 98124 * —

ne een 38.72 %

Toil , .

K-34-b

22,500.00 ©

Jr

— 2.22. T1007 10, 000. o0 .

22,500.00

27,000.00

2

18,000.00

6,750.00

$ 183 250.00

1493

928 or tne . : *

ron *

ac v. reed toes

—GX_K=35

MatenDe DP 1

APPLICATION TO OR 2GANIZE

4

‘A NATIONAL BANK AND |

<. <:|. REPRESENTATIONS OF APPLICANTS |

dated

: THE COMPTROLLER OF THE CURRENCY _ a

+ * Washington, District of Columbia

APPLICATION

. vE, THE UNDERSIGNED, intending to organize aod operate a national bank in accordance

wit the provisions of the National Bank Act, as amended, do hereby make epplication to the

— Mest she. shane.

1 p ton-to organize Sid netionat-benk, and prepose as follows:

1. That the main office Aalen hack be located ated cae Caer

2 W — emen (ollowing titles: °

.. K A e

ot ok

Aleta L Le. el. .

5 1494

277

Ser-. >

A ee oe -2-

4g toma, ites

ee ae ne Toul Considentin in $250,000

X That said national bank be authorized to issue AZ shares of capital stock, 2.

oel said shares to be issued in connection with the organization of said national bank for a total

consideration of $SZSOI20_ ; and the ¢ remainder of said — to be held by said national bank

as unissued shares. : . : ‘

4. That the total rn te ceĩved by said national bank for the shares issued ty ie be

allocated as 3 : : mee 8

i i e ay ae 132

„ rde, cel . pas

3 ute Pros eee a

*

*

.

-

—

—

F .

——— — — eee iw

„. That ee

- 2 e e ae 5 AB

- County of Stace of . , act as sole and exclusive

agent to represent and appear for the undersigned before the Comptroller of the C v. and to te ·

ceive all correspondence and documents, in respect of this application, in accordance with che

annexed appointment of agent. 5

REPRESENTATIONS

THE UNDERSIGNED, for the purpose of inducing the Comp of the G y to permit the

organization of the said national bank, upon the terms and conditions set forth in the aforesaid ap-

2 - plication or upon such other or additional terms and conditions as may be quired by the Comptroll

of the Currency, and with the intention that the Comptroller of the Currency shall rely upon the fol-

lowing, do, for the benefit of the Comptroller of the Currency, hereby jointly and severally *

Se en :

FIRST, that the undersigned, as N ot shareholders of the said national bank ot other-

wise, will not vote for of in any other mannet approve of ot consent to any sale by the said national

bank of any stock in the said national bank for any price other than $42 pet share, unless

the Comptroller of the Currency shall have approved the same in writing.

SECOND, that the undetsigned, as di or shareholders of the said national bank ot

otherwise, will not vote for or in any other mannet approve of or to any sale by the said

*national bank of any stock in the said national bank to or through any underwriter, broker, ot dealer,

ees ptrollet of the Ci WW

THIRD, — che vodersigned have not directly ot e paid to ot received from any e.

son, p „ OF i apd money ot other thing of value as a fee, commission,

ot other compensation lot any service dered ot to be rendered ot fot any property transferred ot to

de transfi ion with the organization of the said national bank, except as follows:

105

*

* tte or art MAMCISI OF ravctts REASON FOR PAYMENT pay oy *

— .....

“+ | Bree 3

FOURTH, that che undersigned are not directly ot indirectly party to any written or oral agtee-

ment or understanding to directly or indiectly pay to ot receive from any person, pattnership, as-

iation, oc corporation, any money ot other thing of value as a fee, commission, ot other compen-

+ sation for any service tende ted ot to be rend d ot for any property transfered ot to be transfered,

nis connection with the organization of the said national bank, except as follows:

1 . ” PATE ANO INT TO

MAMEIS) OF PAYORIS) NAMESISIOF PaYEEis) TERMS OF AGREEMENT W run

a D ....

55 iL . le, l

8 eee. S. 2 4 —

g

FIFTH, that the undersigned, as di or shareholders of the said national bank or other-

wise, will not personally pay and will not vote for ot in any other manner approve of, consent to, ot

participate in pay of any charge ot expense incurred by the undersigned ot the said national

bank in ion with the organization of the said national bank, unless the Comptroller of the

Currency shall have approved the same in writing and, in such event, the charge or expense will be

paid only by the said national bank out of funds of the said national bank. vay 3 5

—

SIXTH, that che undersigned are not acting in the premises as representative of or on behalf of

ot on behalf of any person, partnership, iation, or corporation undisclosed to the Comptroller of

the Currency, 8 ;

SEVENTH, that the undetsigned ace not directly ot indirectly party to any written of oral agtee-—

ment ot understanding providing for che undersigned ot any other person, partnership, association, or

. poration to directly ot indirectly purchase any stock of the said national back or providing for the

_ Sale, pledge, transfer, ot other disposition of any stock in the said national bank to be legally ot

equitably owned by the undersigned to or for the benefit of aay person, p hip, iation, of

Corporation, except as follows: ;

—

1496

— —— age

°

HAVENS OF UR OERREHCO Want W Sf OTHER PART Tete dat ano

PARRY TO THE AGH EMENT TO Tat *Grr ures TCAs OF AOHLA MENT

2 - 2 —

— — — . WF HOME, bo STATOR he v—

EIGHTH, that the undersigned are e directly of indirectly pony t say written of oral agree-

ment of understanding, undisclosed te the Comptrotier of the Currency, providing tor the sale of the

assets of the said nations! bank w. of merging lidating the said national back vith, any

other financial institudon. . ;

te .

NW. shoe ene undersigned acknowledge thot any misrepeesentarion or omis sion of » material

fact with respect tothe foregoing representations or with respect to any other documents u papers

Need Sy the wndersigned.co the Comptroller of the Cunency in connection with the organi ation

„e said national bank shall, unless expressly waived by the Comprrofics of the Currency, era-

Adee fraud in the inducement and be grounls for ccd of a national hank charter in this or any * ey

other waiter, geounds to require the resignation of the undersigned as sirectors of the said nacional

back, and may subject the undersigned to other legal sanctions, including those provided for in S-

tion 100i of Title 18 of the United States Code, >

IN WITNESS THEREOF, the undersigned have herevato set our hands ea the date set forth

above.

Typed Nene N “Typed Name

Typed Address 8 Typed Address. 8 —

See ‘Signa

Typed Name Typed Name . g

Typed Addre : Typed Address _—

Typed Nome : Typet Name

Typet Ackles — less 3 a

1.

3.

4,

5.

6.

or

. NA A MATICAL BN „ „ „ eee eee

County, Weshingten, Althoush it ie cestesplated thet the orca in which the

— bah ts to be leccted will be cancxed te the City of Kennovick,

population cata cn the three citics and the tve counties ie chown below:

~1250. 1250. Present Estimate

City of Kennevick Couaty) 10,100 14,200 15,500

City of Richlend ( * 21, e 23,500 „800

City of Pssco (Franklin County) 10,200 14,500 16,309

County of Seaton $1,300 62,000 67,300

County of Frerxlin 13,500 23,300 25,300

( Estinsted population of the service area from which the proposed bank is

expested te generate 75% or ore of its leans and deposite:

1950 - 60,000 1960 - 75,000 Preseat - 63, 000

(b) Tate crea extends cpproxinctely 35 miles north, 25 afles south,

20 miles anct c 20 miles amet.

Competitive benke and breaches located with the service area: See Schedule 1

— ; ; attached,

Dupiieste Wes of the Tri Citics area, showing lecation of preposed bank and

s on lescticas of ct bene cad bronehes: Sea attached maps.

ko cerial photosapoha ere cvailadle,

tieate read e235 outlining expected corviee eres: See atteshod maps,

Sevices end losa essoeistioans, Duilding end loan associations and mutual

scvings bonks lescted within the preposed service area: See Schedule II otteshed.

Creait unions, finsnse cocpcuies, insurance companies grontiag loans end other

stet cas great tag lesns vithiea the prepesod service ares:

Precent 2 yesre axe

Credit Uatons N . 5

- 5

Firscase Comsnaics 6 6

Insuzcese Comscaies : 1 a7

Other Institutions 6 * 6

Degree of fateasity of competition in the service area:

CSaviess & Loan Assosictione ist

mutual Ssviccs Banks * .

Crogit Vsions, ete, st 85

do survey uss cg preltetnary to the (Lling of thic cool tent ton.

1498

9. (A). Hones cro 95% oumer-occupicd, Housing cevelopaeat haz been rolativoly

steady over the post 15 yoars in all of tho three citics of Kennewick,

Paseo cad Richland, here sre of above avercjze quality, avercso price

level 819, ch. co, eversse age 15 years. Nucdber of unsold nsw hosos in

the Tri City crea - esproximately 60. Tron all irdicstions, tho —

coastructica of new hezes will continue inte the forescesdlo future,

(3) The principal industry is the Hanford Atomic Worko in Richland, Weshingtoa,:

_. @perated under contract by the — o antec:

Lstelle ertiwest Laboratories 1

f 7

u. 8. Testing ; sr

ing : *

1.7.7. Federal Support Services 83 . 22

> 7

Total coployment epprexinately 8200 .

Eat usted cnnual pcyroll $75,000,000, >

The construction industry in the three cities exploys an average 9

2000 verherc, S0Z of. When are spcetalists in their trado. Botimated 2“

eanual pgyrzoll $35,600,000.

The chegtegl ecolet cast of Keuncwick, consisting of Phillips cheatcal

— 9 Carvrea Ccueal Coomsay, Rerley Chemical coœany, Conoral

on Cas- lee Corporat ton, lc 200 workers. Estimated

nua! — $1,209,090.

The Boise Cosceze pulp cnd paper mill, 10 miles southecot of Pasco,

c=ploys 375 workers and is pleaning further 2 Preceat estizated

“ gxnual psyroil $2,200,000,

The Northora Pscific Railway, vith statioa office in Pasco end an ultra-

ern switchyard, e=ploys 539 workers, Estimated anaual payroll $3,700,000.

Yho “Big Pccee” worehousing erea has occupents coploying 860 workors.

Ectizated cancel payroll $6,000,000.

The Country Cardenas food processing plant sdjsceat to Passo oleys 350

regular workers cad edditional scasonsl workers, Estimated canual pay-

roll $1,452,000. 5 xe

Stat tet tes fron the Weshington Sate Exploysent office in Pasco show

$5.3% of che lebor force exployed during 1955, vhich ccapares fovorably

with the etcte cvorege. The labor force provices adequately the ceed

fer skilicd vorkers. .

(c) There cre co eajor chopping centers in the Tri Cities at the present tis.

@) A reeent curvey indicctes thst the populat ton growth in tho Tt Cities

cad surseending trot{ag eres vill continue, vith cn estiested 4% caaval

iseresse projected for the dent ten years.

Cround hos boon broken cad co — center is to da conatrueted,

where ca ultvoetodora esta>lichssnt vill be built, costing cn estimated

$5,099,090, coverics 20 care — contest. ting epprencicctely 50 retail

besiness outlets, with the Boa larche depurtesat store cad J. c. enney

po forming the nucleus. This fo where the proposed bank will bo

cated,

1499

oao-half alle fren the shopping center loceti

Now uncer construction in the chentca

timated annual payroll $700,000,

A recent enrouncesent stated thet a $1 efllion cold- storase

be constructed cdjacent to the chenical complex. Projected

is 459 workers, with ot taated casual peyroll of $2,000,090,

The treffie pattern to thio new ehepping center Zives good sccess fron

ell three of the Tri Cities, connceting by a good highway vith U. 3. 410,

, on. There are no geographical

barriers,

1 complex is a mtels processing

pleat for Scnévik Metalo, Inc., which vill ecploy 100 workera, Ez-

plont 10 to

c loycant

Apprexicatoly ose-hslf mile fron this shopping center, thore 10 now

wader construction a large Valu-éart departgent store, which will bsve

@ fozee of 159 exployees regularly, vith addicioaal e=ployrsat during

pouk mcrketing ccccons.

10. Fot applicable, . .

11. Read Office

12, » Kead Office

15. Pinercial position of arca to be served by Proposed dank:

City of Xeanewick City of City of Kennacwick

0 Dees Richlane Teseo Schooh Dint. School Dist,

Accessed Velustion 16,218 22,770 17,653 28,951 24,555

Des ca Nor dean 384 238 Seo $72

oo Berton County Franklin County

(G90 omitted)

Asscsecd Valuation 73,887 44,560

Sexes on 1967 Rolls 9.831 2.884

Unpsid tœges - 1966 269 2t4

Porsontage of 1966 c

texes collected 96 $3 7

. Major types of locatag decands Proposed bank expscts to serve;

Retcil dus toes :

Indivicucl (Personal, hege, Consumer Credit)

Acrteultural

LBosler Discounts

Real Estate Mortgage Loans

5. esd Office

6. reed Office

7. ec ottteo

8. Rosd Office

Riehlond

Pasco

S$eheol

29,501

1. 005

1500

TA CENTER RATIONAL BANK

Benton County, Washington

(Kennewick, Washington)

This report contains information as requested in the:

Summary. of Information to be Submitted to the Regional

Comptroller of the Currency Within 30 Days After the

Filing of an Application to Organize a National Bank

Revised April 1965

u The proposed bank would be located in an unincorporated area in Benton

County, Washington, approximately four miles from the cities of Kennewick

and Richland, and about 6 miles from Pasco in Franklin County, Washington.

It is contemplated that the area in which the proposed bank would be loc-

ated will be annexed to the city of Kennewick. Population data on the

three cities and the two counties mentioned is shown below:

** Estimated

* 1950 * 1960

4-1-66

City of Kennewick 10,106 14, 244 15,400

City of Richland 21.809 23,548 26, 500

City of Pasco 10, 228 14,522 16, 350

zo Benton County ö 51,370 62,070 67,300

Franklin County 13,563 23, 242 25, 300

Source: U. S. Bureau of the Census

Source: Washington State Census Board

2. (a) The proposed bank would serve an area including the three above-named

cities and portions of Benton, Franklin and Walla Walla Counties.

Shown below is our estimate of the population of the area from which

the bank would generate 75% or more of its loans and deposits:

1950 1960 Present

60,000 75,000 85, 000

(>) This area extends from the proposed bank location approximately 35

miles north; 20 miles cast; 20 miles south; atid 20 miles west. The

area is marked on Map Number 1 which is included with this report.

ode

1501

3. Information concerning competitive banks and branches located within the

*. gervice area is detailed on Schedule I attached.

4. Duplicate maps appropriately marked are included with this report. Map

Number 1 outlines the service area and relates it to the eastern port ion

of the State of Washington. Map Number 2 shows the three principal in-

corporated communities in the service area in greater detail and identifies

all commercial banking facilities located therein.

5. Information concerning Savings and Loan, Building and Loan and Mutual

Savings Banks located within the proposed service area is shown below:

: . Distance by

Date Road Mileage

Association or Established & Direction

Bank Name and (If Within Share From Proposed

Address 3 Years) Accounts Loans Bank

Washington Mutual Savings Rank

Kennewick Branch

218 West Kennewick Avenue

Kennewick, Washington Not Available 6 miles SE

“Fidelity Savings & Loan Association (Spokane)

Pasco Office

719 West Lewis f

“Pasco, Washington Not Available 8 miles E

First Federal Savings & Loan Association (Walla Walla)

Kennewick Office

West First Avenue .

Kennewick, Washington 3- 1-67 Not Available 6 miles SE

Walla Walla Federal Savings & Loan Association —

Kennewick Office g

30 Vista Way

Kennewick, Washington

a Not Available 8 miles E

Richland Office

1111 Jadein Avenue

Richland, Washington : Not Available 6 miles ]

Yakima Federal Savings & Loan Association

Pasco Office

507 West Clark e

Pasco, Washington Not Available “8 miles E

Richland Office

1333 George Washington Way

Richland, Washington . Not Available 6 miles KW

-2-

1502

6. Information concerning the number of types of financial insitutions

listed in the service area follows:

Financial

Institution

Present Three Years Ago

Credit Unions

Finance Companies

Insurance Companies

Other Institutions

arauw

oOrauw

7. We estimate that about 25 per cent of the loan volume generated in the

service area is developed by the savings and loan associations, the mutu-

al savings banks and the credit unions. Of these, about 15 per cent of

the total is generated by savings and loan associations, 5 per cent by

the mutual savings banks, and 5

per cent by credit unions and other mis-

cellaneous financial institutions. N

Included with this report are copies of a survey prepared by the South-

center Corporation (a division of Allied Stores, Inc.), developers of

what is now called Columbia Center.

This is the regional shopping center

in which the proposed bank would be located. This survey was obtained by

the bank's developers without cost.

—

a

9. (a) The proposed bank would serve an area which is popularly known as the

"Tri-Cities," namely, Richland, Kennewick and Pasco, Washington. In

addition, it would serve portions of surrounding Penton, Franklin and

Walla Walla Counties. lomes in the area are 95 per cent owner occupied.

Homes, generally, are above average in quality. The average price

level is $19,000. The average age of homes is about 15 years. 1/

Occupancy is high, and it is estimated that there are about 60 unsold

new homes in the Tri-City area. From all indications, the orderly

construction of new homes will continue in the foreseeable future,

and the demand for quality housing will remain high“

(d) rue principal industry in the Tri-Cities is the Hanford Atomic Works

in Richland, Washington, which is operated by the eight firms named

below, under contract to the United States Atomic Energy Commission:

Battclle Northwest Laboratories

- Computer Sciences Corporation

Douglas-United Nuclear Corpora

tion

General Electric Company ~~ ;

1/ Source: Association of Tri-City Realtors.

-3-

(e)

‘

1503

Isochem, Inc.

U. S. Testing Company, Inc.

Vitro Engineering Company

I. T. T. Federal Support Services

Exact employment figures are not available, but it is estimated that

these firms employ together, approximately 8,200 persons, and that

they have a combined annual payroll of $75,000,000. Each firm named

took over à portion of the Hanford Works previously operated by

General Electric Company. Each also committed to make additional

expenditures for production or research facilities to bring about

a diversification of the local economy through commercial applic-

ation of the technology developed at the Hanford Works. A high per-

centage of those employed in this work are college trained people,

many with advanced degrees.

The construction industry in the Tri-Cities employs an average of

5,000 workers, over and above the 8,200 employed by the firms listed

above. The estimated annual payroll for this latter group is

$35,000,000. .

East of Kennewick is a chemical complex consisting of Phillips Chemi-

cal Company, Chevron Chemical Company, Kerley Chemical Company,

General Chemical Company and the Gas-Ice Corporation. * Together they

employ about 200 workers with an estimated annual payroll of $1,200,000.

The Boise Cascade Corporation's pulp and paper mill, 10 miles south-

east of Pasco, employs 375 workers and-is planning further expansion.

Present .estimated.payproll is $2,200,000 anuually. .

The Northern Pacific Railway operates a station office and an ultra-

modern switchyard in Pasco. It employs 530 workers, and has an

estimated annual payroll of $3,700,000. 7

The “Big Pasco" warehousing area has a number of important tenants,

which together employ 860 workers. Estimated annual payroll is

$6,000,000. The Country Gardens food processing plant near Pasco

employs 350 year-round workers and has additional scasonal employment.

This plant has an estimated annual payroll of $1,400,000.

Generally, the businesses in the Tri-Cities employ technically trained

people. With few exceptions employment is non-seasonal in nature.

Statistics from the Washington State Employment Office in Pasco show

96.3 per cent of the labor force employed during 1986 which. compares

quite favorably with the state average.

Although at the present there are no major shopping centers serving

the entire Tri-City area, each of the three citics has a local retail

community. Ground has been broken, however, for an extensive

regional shopping center - called, Columbia Center, which is being

developed by a division of Allied Stores, Inc. The Center will cost

an estimated $5,000,000 and Cover 30 acres. It will contain approxi-

mately 300,000 square feet of retail floor space and 50 retail busi-

*

1504

nesses, and will provide parking for 3,000 to 5,000 cars. A Bon

Marche department store (division of Allied Stores, Inc.) and a J. C.

Penney store will form the nucleus of the Center. The development

will be similar to the Tacoma Mall, which has been open about a year

and one-half, and which is ahead of projections on sales.

It is in this Center that the proposed bank is to be located. Further

indication of the regional importance of the proposed Columbia Center

Shopping Center is revealed by comparing it to the Northgate Nisa

Center | in Seattle.

SALES V

ACTUAL ANNUAL SALES VOLUME

TE SHOPPING CENTER

Seattle, Washington

Bon Marche Other Stores Total

After First Full

Year of Operation $ 5,063,000 $ N/A $ N/A

(1950)

2nd 6,350,000 N/A N/A

3rd 6,463,000 N/A N/A

4th 6,580,000 10, 202,900 16,782,900

Sth 7,327,000 11,366,550 18,693,550

10th 9,220,000 _ 14,504,000 23,724,000

15th 15,896,000 21,700,000 37,596,000

| RBQUEGTED ASSUAL SALES VQUUME

COLUMBIA CENTER SHOPPING CENTER

. ’ | Kennewick, Washington

Bon Marche Other Stores Total

After First Full i

Year of Operation s 4,600,000 $ 3,900,000 $ 8,500,000

(1970)

2nd 4,800,000 6,000,000 10, 800 ;000

3rd 5,100,000 7,400, 000 12, 500, 000

4th 5,400,000 8,500,000 13,900,000

5th 5,700,000 10,000,000 15,700,000

10th 8,000,000 13,000,000 21,000,000

.

The Columbia Center development will bring about the closing of the

Ben Marche store in Richland. That store has been in operation for

more than twenty years, first as a C. C. Anderson Store, and subse-

quently, as a Bon Marche store. The J. C. Penney Company will close

its store in Kennewick and expects to close its store in Richland.

Both of these have been in operation for many years. These closures

will cause a major change in the shopping patterns of area residents

and should provide many potential customers for the proposed bank.

The Center will employ about 400 people. These employees and the

stores in the Center will provide further customer opportunities.

-5-

1505

No additional information is available at this time concerning tenants

in the Center, but a leasing program is now under way. The site of

Columbia Center was acquired in 1963 for the development that is now

under way. The location was chosen because there is excellent access

to it from each of the adjacent cities.

(d) A recent survey indicates that the population growth in the Tri-Cities

and surrounding trade area will continue with an estimated 4 per cent

annual increase projected for each of the next ten years.

The development of Columbia Center points out the confidence of major

retail firms in the potential of the region. It will be located with-

in easy driving distance from all three cities, connected by a good

highway with U. S. Highway 410 one-half mile from the shopping center

location. There are no geographical barriers limiting access to this

area.

In addition to this development, there is now under construction in

the chemical complex a metal processing plent for Sandvik Metals,

Inc. It will employ 100 workers with an annual payroll of $700,000.

It has recently been announced that a $1,000,000 cold storage plant

is to be constructed in this same area. Projected employment is 450

workers with an estimated payroll of $2,000,000.

Approximately one-half mile from this shopping center, there is now

under construction a large Valu-Mart Department Store (a division of

Weisfield's, Inc., a major Seattle discount merchandiser), which will

have a force of 150 employees - with additional employment being

required during peak marketing seasons.

, Not applicable.

—

rhe Tri-City area has long been a banking center for the south certral

part of Washington State, although it has not always been an economically

prosperous area. Early records are not complete, but it is known that

the Exchange Bank of Kennewick was fairly well established in July 1906.

By August of the same-year, the Bank of Pasco had opened its doors. In

1909, a year after a second state bank began operation in Pasco, the First

Bank of Pasco became a national bank. These benks struggled along for a

numbe: of years principally supported by the area's agricultural economy

and its railroad activities. In 1925, all three closed when they were

faced with a depressed local economy and a growing lack of confidence

from the citizens.

In 1914, the Security State Bank was organized in Richland. For the next

fifteen years it managed to stay open, but it, too, went out of business

in 1929. The only bank in the area to survive the economic problems of

these times, and the subscquent depression of the 1930's, was the First

-6-

—

1506

National Bank of Kennewick which had been founded in 1921. On July 1,

1940, it became the Kennewick Branch of the National Bank of Commerce of

Seattle and it so operates today.

In 1937, the Pasco Branch of Seattle-First National Bank was opened. On

May 1, 1944, the Seattle-First National Bank established its Richland

Branch. Five years later, on June 20, 1949, the National Bank of Com-

merce opened a branch to serve that same city.

The Mid-Columbia Bank began operation in Pasco on January 18, 1954. It

was acquired by Peoples National Bank of Washington on April 13, 1962 and

operates as a branch of that bank today.

Kennewick First National Bank was established July 2, 1956. Three years

later, on June 1, 1959, it became the Kennewick Rranch of Seattle-First

National Bank. Tri-Cities National Bank became the third banking opera-

tion in Pasco on November 17, 1960. Later, this bank op d its

Pasco office known as the West Side Branch. Shortly thereafter, on

July 1, 1964, both offices became branches of the Old National Bank of

Washington.

The Bank of Richland opened for business in 1963. On August 19, 1966, it

was acquired by the Old National Bank of Washington and now operates as

that bank's Richland Branch. The newest bank operating in the Tri-Cities

is the Kennewick National Bank. It began operation on March 10, 1965 in

Kennewick and is the only unit bank located in the service area.

12. It is proposed that stock ownership of the subject bank be placed in

— , strong hands and restricted to residents of Washington. Two-thirds of

the stock would be owned in the southeastern Washington service area of

the shopping center, at least one-third of the stock being owned within

the bank's service area. The balance of the stock may be owned by other

individuals around the state. There would be a total of about 40 stock-

holders. No stockholder would be an officer or director or principal

stockholder of any other banking organization. Organizers, directors and

officers would be eligible for stock within the general limits outlined

above.

13. The financial position of the service arca of the proposed bank is

reflected in the following figures:

CITIES

Kennevick Richland Pasco

Assessed Valuation $ 16, 218,000 $ 22,770,000 ~ $ 17,658,000

~-Taxes on 1967 Rolls 337,000 364. 000 338,000

‘SCHOOL DISTRICTS :

Assessed Valuation $ 28,951,000 $ 24,555,000 $ 29,501,000

Taxes on 1967 Rolls 969, 000 572,000 1,005,000

COUNTIES TOTAL

: nton - Franklin

Assessed Valuation $ 73,887,000 $ 44,560,000 $ 258, 200, 000

Taxes on 1967 Rolls - 4,831,000 2,854,000 : 11,270,000

Unpaid Taxes - 1966 289,000 2864, 000 N/A

Percentage of 1966 : . d

raxes Collected 96% 93% N/A

ae,

”

14. The proposed bank expects to generate the majority of its loans in the

commercial and real estate fields. There should be opportunities to.

make direct instalment credit loans, and some small dealer relation-

ships may develop if such firms become tenants of the Center. An op-

portunity might also develop to wake some agricultural loans. on the

accompanying projections, these have been included in the commercial

loan total. ö ( —

25. The estimated statement of condition at the end of the first, second and

third years is show: on the following page. Included in the demand

deposit totals are $100,000 of public funds in each of the three years.

16. Following the statement of condition is a projection of earnings and

expenses for the first three years of operations, pages 10 and 11.

-8-

Cash & Due From Banks:

Due from Domestic Banks $ 50

Transit & Clearings 62

Federal Reserve Requirement

and Cash 107

Total Cash & Due From Banks $ 219

Investments 900

Loans: ;

Commercial $ 150

Instalment 4 100

Real Estate 150

Total Loans $ 400

Other Assets:

Fixed Assets $ 50

Federal Reserve Stock 11

other 3

*

TOTAL RESOURCES $ 1 583

LIABILITIES & CAPITAL .

oh —

‘Deposits: :

Demand $ 780

Time : . 420

Total Deposits 2 $ 1 200

Other Liabilities a 3

Total Li abilities $ 1 203

Capital $ 250

Surplus 125

Undivided Profits |

Total Capital Funds. $ 380

TOTAL LIABILITIES & CAPITAL $

Year

(Thousands)

$ 50

86

151

$ 287

1 110

$ 250

200

250

$ 700

$. 30

11

—

$ 2 161

$ 1 080

720

$ 1 800

$ 1 803

$ 250

125

7)

$ 358

8

1509

ESTIMATED STATEMENT Or, INCOME & EXPENSE

First Second Third

INCOME Year Year Year

(Thousands)

Interest Earned on Investments $ 20 600 $ 47 300 $ 56 700

Interest Earned on Loans: : :

Commercial $ 5 600 $ 15 000 $- 24 400

Instalment = 4 500 13 500 22 500

Real Estate - _4 900 13 000 19 500

$ 15 000 $ 41 500 $ 66 400

Service Charges: ;

Deposit Accounts $ 2 100 $ 4 900 $ 6 500

Instalment Loans 4 000 12 000 20 000

Real Estate Loans 800 2 000 3 000

$ 6 900 $ 18 900 $ 29 500

Other Income:

Safe Deposit Boxes 800 900 1_000

Total Income S 43 300 108 600 $ 153 600

EXPENSE

Salaries $ 49 200 $ 54 000 $ 58 800

Payroll Taxes . 2 300 800 3 100

Employee Benefits, Med. Life Insur-

ance, Salary Continuation 1 500 1 500 1°550

Occupancy: ‘

Rent & Depreciation & Insurance 8 25 100 $ 25 100 $ 25 100

Janitor Supplies & Service 2 800 2 800 2 800

Light, Heat, Power & Water . 1 200 1 200 1 200

Maintenance & Repairs 1 000 1 000 1 000

Total Occupancy 0 4 N 8 30 100 $ 30 100 8 30 100

Equipment:

Maintenance & Repairs - $ 780 $ 780 $ 780

Rent Equipment 1 620 1 620 1 620 :

Cartage & Express 50 50 50

Total Equipment $ 2 450 $ 2 450 $ 2 450

Stationery, Supplies & Postage: ö 5

postage ; $ 900 $ 1 600 $ 2400

Check printing 1 800 1 800 2 500

Stationery & Supplies 6 « 2 250 3 000

Total Stationery, Supplies & Post. $ 9 $ 5 650 $ 7 900

-10-

Other Expenses:

Advertising

Bookkeeping

car fare & Automobile

Directors Fees

Donations

. Dues & Subscriptions

Entertainment Customers

Employees Staff

Examiners Fees

F. b. I. C. Assessment

Insurance

Legal & Professional

Telephone

Sundry

Total Other Expenses

Interest Paid on Time Deposits

Total Expenses .

_ OPERATING PROFIT (LOSS)

*

ii

wv @&

BEE Es

1511

7. No negotiations have been started for a banking house. It is antici-

pated that the bank would be located within a major Shopping Center

Building containing several business offices. It would face on an air

conditioned mall as well as on the central parking lot.

It is estimated that about 5,000 sq. ft. of space would be required and

that a lease for this space would be negotiated with a subsidiary of

Allied Stores, Inc., developer of the Center. The Shopping Center is

expected to be completed by July 1, 1969 and the bank would be opened

dy that time. In the profit and loss projections, we have anticipated

a lease payment of 85. 00 per sq. ft. per year on 5,000 sq. ft. of space

resulting in an annual rental of $25,000.

18. Funds to be collected from stock subscriptions would be deposited in

escrow with a metropolitan bank and fidelity insurance would be obtained

as required.

Bank or Branch

(thousands)

r

West First

Kennewick, Washington Established 3-10-65

Qld National Bank of Washington

Tri-Cities Branch 5,156 ** N/A

1115 West Clark

Pasco, Washington

West Side Branch „ N/A

Chase & Court Streets

Pasco, Washington g

Richland Branch 5,192

N/A

711 Jadwin Avenue

Richland, Washington

Peoples National Bark of Nashingcon

‘asco Br - ‘ 4,367 N/A

203 North Fourth

“Pasco, Washington

nk of e

Kennewick Branch 12,171 N/A

23 West Kennewick Avenue 4

Kennewick, Washington

Richlend Branch

1340 Jadwin Avenue

9,328 N/A

Richland, Washington

Seattle-First National, Bank

Kennewick Branch 5,158

Vista Way

_ Kennewick, Washington

N/A

Pasco Branch 15,793

400 West Lewis

Pasco, Washington

N/A

Distonce by Estimated

Road Mileage Share of

and Direction Mortgage

From Proposed Loan

— ——

SAE Business

6 miles SE Nominal

7 miles E In

7? miles E Nominal

6 miles NW N

8 miles E 4

6 miles SE 161

6 miles . —

4 afles SE 7

8 miles E 202

1513

I

~cont inued-

Distance by Estimated

Road Mileage Share of

and Direction Mortgage

Bank or Branch 12-31-66 From Proposed Loan

Name and Address * Deposits Loans Bank Business

. (thousands)

Richland Branch $ 15,631 N/A S miles NW 24%

507 Knight

Richland, Washington

* All offices listed, except Kennewick National Bank, were established more

than three years ago.

** Consolidated figures for “Tri-Cities Branch and West Side Branch of Old

National Bank. :

N/A Figures not available.

1. 4% passbook interest is paid on all Savings accounts and variable rates up

to SZ on savings certificates is paid by all banks and branches.

2. Instalment loans made by all banks shown vary from 8% to 104% and rates on

short term business loans vary from 7% to .

3. All banking offices observe the following hours: Monday through Thursday

10:00 a.m. to 3:00 p.m; Friday 10:00 a.m. to 6:00 p.m.

4. The rate of return on capital and the loan to deposit ratio were not

generally available, and therefore, were excluded from this schedule.

-14-

—

1514

9 NATION” L BANK OF COMMERCE O} SEATTLE Gx Bes

. COf y : ' Buck Dep, Ex. 1

Loney Dep. Ex. 1 :

December 29, 1967

Mr. Dean W. Loney

Loney, Westland & Raekes

P. o. Box 6125

$9336

Dear Mr. Loney: :

This letter {s written to clarify the relationship

between the National Bank of Commerce and the organizers of

the proposed Columbia Center National Pank.

As you know, there is not now, and never has been,

any written or orel agreement or understanding between and/or

among the organizers and the National Bank of Cormerce of

Seattle with respect to acquisition or the proposed bank.

Upon advice of counsel we have been extrenely (perhaps exce:

sively) cautious to avoid this. Therefore, we feel there is

nothing requiring disclosure under tho provisions of Para-

greph “Seventh” of the application.

rency by copy of this letter. We have previously discussed

N this orally with the Regional Ceœrptroller, hr. Kenneth

*. .

The etockholders will include several directors and

one active senior officer and director of the National Bank of

Commerce. The latter will retire from the National Bank of

and from its board prior to opening of the new bank,

then stand for election to its board. Another of the

rectors of the new bank will also be a retired National Bank

Coumerce senior officer. The majority stock will be in

dendly to the National Bank of Commerce in order to

wuch as possible its future as a branch of chat bank,

avoid certain legal problems which could arise if it were

to agree or contract with respect to its ecquisition.

71

|

1111

— 01 ee

gory

1515

a NATIO\ L BANK OF COMMERCE OF 3EATTLE

e *

—

*

Mr. Dean W. Loney = 2 . +» December 21, 1967

The National Bank of Commerce has furnished ass st-

ance in developing and presenting economic data in support of

the application. It is assisting in negotiations with the

landlord for quarters and is responsible for obtaining the

exclusive offer of space for this new bank within the shopping

center being developed by the landlord. National Bank of Co-

encounter when the new bank opens in tho Columbia Center

National Bank of Commerce will agoiet the new bank in

its investment, credit, operating, audit and personnel problems,

as well as becoming its principal correspondent. In short,

National Bank of Commerce is willing to do anything it is

legally able to do now and in the future to insure the success

of the new bank.

Sincerely yours,

Robert F. Buck

Senior Vice President

Mr, Kenneth M. Leaf

Regional Administrator of National Banks

Thirteenth National Bank Region

813 SW Alder St., Room 601

Portland, Oregon 97205

Dear Mr. Leaf:

We are pleased to enclose in triplicate, the follow-

ing docunents: 8 :

1. Amended Application to Organize Proposed

Columbia Center National Bank

2. Appointment of Arent.

You will note that we have added the additional

names of Wylie Niller Hemphill, Ralph John Stowell,

Wilbur Harold McGuire and Charles J. Broughton as

applicants for the formation of the proposed

national bank.

Under separate cover we are forwarding you the

financial reports and biorsraphical information

concerning, each of the new applicants.

We further wish to call to your attention the

attached copy of letter from Robert P. Buck, Senior

Vice Presider.t of the National ank of Commerce,

which we trust clarifies the relationship between

National Bank of Commerce and the organizers of the

proposed new national bank,

We further wish to point out to you that inasmuch

as the new members have been added to the application

that the 40 percent sure set forth in my letter

of December 7 is perhaps inaccurate at this time.

The 40 percent figure mentioned in wat letter did not

include the list of applicants attached to the letter

1517

Mr, Kenneth u. Leaf = page two

who have now become organizers,

We attach a copy of a letter, in triplicate, from

Allied Stores Corporation Signed by Mr. M. E.

Boys, in which they ask that we take all steps

to attempt to obtain permission for the bank,

In view of the urgeney of the plans of Allied

Stores Corporation, we will make every attempt

to furnish you additional information as you

may require and we welcome the opportunity to

meet with you in Portland at your convenience,

if we can be of any assistance,

We are also sending you under separate cover an

Economic Analysis of the Tri-City Area prepared

by Mr. Bertrand Field, Economist,

If you need additional information, please

let me know,

Yours respectfully,

LOREY, WESTLAND & RAEKES

1518

~ GX K¥38

NATO .'. BANK OF COMMERCE OF 5 EATTLE.

January 15, 1968

Mr. Kenneth W. Leaf

Regional Administrator of nat tonal Banks

Thirteenth National dank Region

813 8. u. Alder Street, Room 601

Portland, Oregon 97205

Dear Kon: -

Subject: Colurbſa Center National Bank

Tou will find enclosed amended forms for Mr.

Hemphill has prepared and we have typed explanations of

those differences you found on his forss, but he is out

of town wntil Thuredoey of this week at which time we will

get these in the mail.

Mr. Loney 10 obtaining the additional informa-

tion you required from Mr. Broughton.

If there is anything further you need befora

proceeding, please give me a ring. All good wishes.

Cordially,

Robert F. Buck

Senior Vice President

tus

5 January 17, 1968

Mr, Kenneth ud. Leaf 5

Regional Administrator of National Banks :

813 SW Alder St., Room 601 .

Portland, Oregon 97205

Dear Mr. Leaf:

Re: Columbia Center National’ Bank

We are enclosing the Biorraphical Reports

in triplicate for Mr. Charles J. Broughton.

It will be noted that the Biorraphical Reports

have been changed and initialed by Mr. Broughton

to furnish the additional information.

We are also enclosing an Affidevit signed by

me relating, to the financial and biorraphical

information perviously submitted.

Very truly yours,

LONEY, WESTLAND & RAEKES -

| < es 42 r

DWL/bdc By? so 7

cc: Robert Buck 5

. National Bank of Commerce

? Seattle, Washington - :..:-

1520

GX K-40

0 on age © NATION L. BANK OF COMMERCE OF KATE

CORY.

‘ *

January 18, 1968

Mr. Kenneth W. Leaf

Regional Adminictrator of National Banks

813 S. W. Alder Strect, Room 601 -

Portland, Oregon 97205

Dear Ken:

Subject: Columbia Center National Bank

Hr. Wylie Hemphill hae returned and his amended

forms are enclosed herewith. .

Mr. Boys of Allied Stores has agreed to write a

letter extending the deadline on tho invitation to be in the

Center. I shall forward that as soon as it is recoived.

In accordance with our conversation yesterday, Mr.

Carrington 10 preparing biographical and financial {nforma-

tion which we will forward as soon as ho hao chase comploted,

But, if it will be necessery for you to defer further process-

ing of the epplication pending receipt of his data, wa would

prefor to leave him out ae an organizer at the present time

and have him join ae a stockholder later. We do not want to

cauce any further delays,

Thanks for your coneideration and your counsel.

Sincerely,

Robert Y. Buck

. Senior Vice President

RB:

Enclosures

ect Mr. Dean . Loney

Kennewick, Washington

1521

. & Bad

/ „

THE REGIONAL ADMINISTRATOR OF NATIONAL BANKS

"THIRTEENTH NATIONAL BANK REGION

O19 GOVTHWEST ALDER STREET, ROOM (.

PORTLAND, CALOON 07200

January 19, 1968

Mr. Dean W. Loney 2

Attorney at Law Ros l 8

Post Office Box 6125 bese 5 . 5

’ Kennewick, Washington 99336 ae

» os aaa

Dear Mr. Loney: ieee

This is to formally acknowledge receipt of the reapplication

to organize a new national bank in the Columbia Center, Kennewick,

Washington. Within a few weeks an examiner will contact you

relative to conducting the fie ld investigation.

Very truly yours,

e .

* KENNETH W

Regional Administrator of National Banks

1522

GX K-42-a

LONEY, WESTLAND & RAEKES

OCAN dont . sen ATTORNEYS AT LAW : amen 0066 606

eren . OOK Giese TELEPHONE Beene

PHILIP mM. RACKES ö 200 WEST KENNEWICK AVENUE 0

JOnN . en . eM WMC, WASHINGTON 99336

January 22, 1968

Mr, Kenneth . Leaf

Regional Administrator of National Banks

813 SW Alder St., Room 601

Portland, Oregon, 97205

Re: Columbia Center National Bank

Dear Mr. Leaf: :

Under separate cover we are forwarding a copy of the year

end edition of the Tri-City Herald, which we hope will

be of help to you in reviewing the application for the

new bank. ;

By copy of this letter to Mr. Buck, I am asking him to

forward the additional copies that he has in his file.

The Atomic Energy Commission has just announced the pro-

posed shut down of B Reactor at the Hanford operation at

the Hanford location. ‘

We have discussed the effect of this shut down with Mr.

Bertrand Field, the Economist who prepared the study for

our organization, :

“Mr, Field assures us that the consequences of this shut

‘down will be trivial. He directed our attention to

Assumption No, 1 in his report, in which the possibilities

N of a shut down of the Reactor were anticipated, but he

further assures us that the start up of a fast flux reactor

and the announced expansion at Battelle Northwest Labora-

tories will off-set any job changes and that his forecast

for 1970 remains substantially the same. —

1 acknowledge receipt of the Biographical Information

concerning Mr. Anderson and will make the changes and

return to you, „ ‘

Yours very truly,

DWL/bde

1

cc: Mr, Bertrand Field

Mr. Robert Buck 5

‘Mational Bank application.

1523

GX K-42-b

* | NATION. . BANK OF COMMERCE OF rr

January 24, 1968

Mr. Kenneth W. Leaf

Subject: Columbia Conter National Bank

In accordance vith our conversation we are enclosing

a couple of copies of the year-end odition of the Tri-City

Herald. This 16 a pretty impressive chronicle of grovth. As

Austen. @ lot of confidence in the future of the Tri

ares.

Pie add these to your file on the Columbis center

Sincerely, .

8

1524

GX K-43-a

qunn rane “« NATION. BANK OF COMMERCE OF EATTLE

Mr. Dean M. Loney

Loney, Westland & Raekes

P. O. Box 6125 .

Kennewick, Washington 99336

Dear Dean:

Subject: Columbia Center National Bank

Following your instructions we ere enclosing the

following: ,

(1) Three copies of the Form 1955-1, Supplement

to Application to Organize a National Bank.

Please note we have typed all names for

(2) Three copies each of Mr. Glenn Corrington's

biographical and financial statements and

accompanying exhibits, cupporting Schedule E.

We aro sending these to you te look over and to get

additional simmnatures after which they car be sent on to

Leaf. Tho third copy is for your own file.

the

Ken

Today we received the copy of Marvin boys“ letter

giving us a 30-day extension on the space. Presumably you

will two copies of that letter to Ken Leaf along with

the roh of this stuff!“ ‘

TE there fo anything cleo we ten provide, let we tnev.

Kind regerde, *

1525

GX K-43-b

ALLIED STORES CORPORATION

401 FIFTH AVENUE ; ꝗ—— é

NEW YORK - JAN 25 1968

— Reply to: P. ©. Box 2232

Seattle, Washington 98111

Mutual 2-1604

January 24, 1968

Mr. Dean M. Loney

Columbia Center National Bank

Loney, Westland & Raekes

7. O. Box 6125

Kennewick, Washington 99336

Dear Mr. Loney: :

It is apparent from a recent conversation I had that your charter

will not be approved by January 22, 1968. You have asked for an

additional 30 day extension. :

I, therefore, grant’ that extension of time so the termination date

of this agreement will be February 22, 1968, per your request.

1526

.

*

5 GX K-44

2 — LONEY, WESTLAND & RAEKES 7

Le ATTORNEYS AT LAW

— — f n 5 — ne sence

et. 200 west

KENNEWICK, WASHINGTON 99336

January 26, 1968

Mr. Kenneth Leaf

Re Administrator of National Banks

teenth National Bank Region

813 SW Alder Street, Room 601

‘Portland, Oregon 97205

Re: Columbia Center National Bank

Dear Mr. Leaf:

We enclose two copies of a letter from Mr. Boys

extending the time for our lease until February

22, 1968. :

The additional information you have requested

is forthcoming shortly.

Yours very truly,

LONEY, WESTLAND &~“RAEKES

1527

GX K-45

LONEY, WESTLAND & RAEKES

= ATTORNEYS AT LAW

— * . n 1 —

eme tts FOO WEST KENNEWICK avEeNUE

sonn 1, MOBSON, JA. KENNEWICE, WASHINGION 99336

January 30, 1968

Ralph J. Stowell

National Bank of Commerce

PO Box 3966

Seattle, Washington 98124

Re: Columbia Center National Bank

Dear Mr. Stowell:

We are enclosing a copy of the letter received from

Mr, Anderson advising that he has taken a position

with another bank and also a copy of the letter from

Mr. Leaf, concerning the filing of an application by

the L. E. Babcock Group.

We are also returning the three copies of the Biograph-

ical Information submitted by Mr. Carrington, In re-

viewing this, it would appear that the answers given

in response to Section 9c, concerning other bank rela-

tionships should be enlarged to include all checking

and savings accounts that Mr. Carrington maintains,

Under the instructions it requires information con-

cerning al) hanks and similar financial institutions

such as building and loan associations, in which a

relationship was maintained as depositor borrower,

shareholder, or director, It appears on Schedule A

of the Financial Information, Mr. Carrington has

savings and checking accounts with the National Bank

of Commerce and also two Savings certificates. If

you would ask the secretary who prepared the report

to change this pare containing Schedule 9c, we could

then insert it and forward the originals for filing

with the Regional Administrator, —

If you ‘have any questions, please call.

Yours very truly,

LON t WESTLAND & RAEKES

DWL/bdc By

1528

GX K-46-a RECEIVED

FEB 5 Wee

LONEY, WESTLAND & RAEKES

wenn ee went ATTORNEYS AT LAW b Otek ons

JON A. WESTLANO * © SOx G28 TELEPHONE Ser->.

Preire Mm. RACES 3OO WEST KENNEWICK AVENUE

JONN 1. ROBSON, UR. KENNEWICK, WASHINGTON 99336

5 February 2, 1968

Mr. Ralph J, Stowell

National Bank of Commerce of Seattle

PO Box 3966

Seattle, Washington

Dear Mr. Stowell:

Enclosed please find a copy of a letter from

ur. Leaf advising that it might take several

months to process our application.

Yours very truly,

LONEY, WESTLAND & RAEKES

—— 2 we ee

Vdde

211

117

id

Hi

i i

11

f

i

1529

GX K-46-b

THE REGIONAL ADMINISTRATOR OF NATIONAL BANKS

Re: Application to organize a new national bank in the Columbia

Center, Kennewick, Washington

dear Mr. Loney:

Receipt is acknowledged of letter of January 26 informing

us that the t for space in the center for the bank will

ry Va

. Regional Administrator of National Banks

* me

1580

GX K-47

*

. —

INTER OFFICE CORRESPONDEN

BRANCH _ CORR 001

SUBJECT

pate February 28, 1968 ~ . THE NATIONAL BANK OF COMMER

* 90 : 4

To Mr. rr entra Ir.

Chairman of the Board g

HEAD OFFICE RECEIVED

* ol FEB 29 1968

Dear Andy:

J

Due to the lateness of the hour after attending the luncheon

sponsored by the Bon Marche, this letter will reach you not much later

than a telephone call.

The luncheon was attended by a very small group, consisting

of Mr. Boyce (7) of Allied Stores, a representative of the John Graham

& co., architects, Maurice Smith, manager of the Bor Marche in Richland,

Glenn Lee, publisher of the Tri City Herald, Tom Black, manager of

Benton County P.U.D., Boyd Southwick, executive manager of the Chamber,

Mar Winegar, Kennewick City manager, and Bert Field, economist for

Douglas United.

3 Mr. Boyce stated that within three weeks invitations for bids

will go out for construction of the portion to be occupied by the Bon

Marche and that architectural drawings are progressing whereby other

bids will be forthcoming and that they are still confident that the

completion date will be in mid-1969. Various questions came up as to

the tenants and the center should have 60 tenants to begin with,

room for expansion in the disteat future, if necessary.

Mr. Lee brought up the subject of the banking faci

Mr. Boyce was emphatic in stating that he was quite distur

charter had not as yet been granted and he could not undergtand the

reason for the delay, as he understood that there were scyeral appli-

cations. He did state that his people had a preferance,/and I have

no doubt but that all present knew that he was referring to National

Bank of Commerce. :

After the luncheon, I visited with him briefly and stated that

we also would like to know what is delaying the granting of a charter.

He stated that he was in contact with you and Bob Buck quite regularly,

but that if there was anything he or his officials could do, they would

be most cooperative.

ae

1581 .

Page 2 The New onal Kank of Commerce of Seattle

ur. Andrew Price, Jr. February 28, 1968

~

*

Bert Field stated that Mr. Boyce would like to have a copy

of the survey he had prepared and I told him that I did not have one, t

so possibly it would be well if you would make one available to Mr.

Boyce if that is permissabic.

The word “politics” was mentioned by Mr. Boyce, so apparently

he thinks that if there are any strings to be pulled, we should not

hesitate to do so.

Sincerely,

oy

Vice President and Manager

1532

GX K-48 -

LONEY, WESTLAND A RAEKES

e 8, 1968 MAR 11

.

Mr. Kenneth M. Leaf

‘Regional Administrator of National Banks

813 SW Alder Street, Room 601 8

port land, oregon 97205 5

Re: Columbia Center National Bank

Dear Kr. Leaf:

We enclose a copy of letter from Mr. Boys :

dated arch 6, 1968, expressing their problems

in connection with the desinn and constructicn _

1 of the facility at the Columbia Shopping Center.

0 We certainly realize that you have rany things

to ons zd r bet wc stand ready to assist yvev

in any way possiole in furnishins aaditional

inforration to you in order that we can help -~

solve hr. boys“ problems and, if possible,

: proceed with the design and construction of .

1 the Columbia Center. :

I certainly appreciate your courtesies and

will look forvard to being able to furnish

any additional information that you may

require,

a Yours respectfully,

‘ LONEY, WESTLAND &

DWL/bde By:

‘encl:

ec: M. E. Boys

Andrew Price

1533

* - 5 RECEIVED

a „ MAR 7 1968

March 6, 1968

Mr. Dean V. Loney ca :

Columbia Ce:ter ational Bank oe

Loncy, west land & Raekes

p. O. Box 6125

Kennewick, Washiagton 99336 ·

Dear Mr. Loney:

I am sure you are aware that we are poing out for bids today on

The Bon Narche Columbia Center with the rest of the ceuter to be

bid witiin the next three becks. We are present ly on schedule

and I anticipate opening tuts center in July of 190).

You have asked for an extension of time on the consideration of

your having to wait for a cecision oa tue charter. I uacerstand

you wish me to give you an additional sixty cays wich woulu

be April 22, 1955. 1 am hereby graut ing this extcnsioa on the

basis that if you are successful in being awardes tae charter

for tnis location, you will plas on having your facility open

for business not later than June 1, 179.

At the present tim: we are of the opinion that cic dank building

should _ de free stan ing. Main, chis is soaetuinn you may not

necessarily anree vith. we are preseatly weil cicatz witu our

leasing progred aw in two months I am sure ve vill provabdly

have tne center 35, leasec. It will oe very sara for us to

hold sufficient spece available oa tue mall for tae bancing

facility based on this celayed schedule. So it would appear

that a free standiac facility will se necessary.

I am, therefore, nzraating tals exteasion to April 22, 195, and

I am hopeful we will not nave to wait taat loug for a cecision

because it docs cause us cousideradle hardships ia our planning.

It is necessary trat ve have the bank opea previous to t.ic

openiug of ‘tne center. At tac present time we waveu't even

decided on the architect or done any piaaning for such a ouilding.

Very truly yours,

AMEO CORPORATIC..

H. E. Boys

: Vice President

MEB: sj

cc khr. Rex Allison

Mr. Andrew Price

PPP A ³¹ A SALLIE DEL MI AA MEA VES

1534

GX K-49-a

ION Ex. WESTLAND & RAEKES

ATTORNEYS AT LAW

DCAN Ww. LOONEY ant COOL 600

JOHN A.WESTLAND N O. don ,t VELEPHONE ter-

unte . RACKES 300 center AVENUE

JOHN *. RONSON, JR. KENNEWICK, WASHINGION 99336

March 14, 1968

Robert Buck

Senior Vice President

National Bank of Commerce

PO Box 3966

Seattle, Washington 98124

Re: Columbia Center National Bank

Dear Bob:

Enclosed is copy of statement from Bertrand

B. Field in the sum of $1000. How would

you suggest that we handle this, Should we

each advance a percentage of it?

I would appreciate your advice in this regard.

Yours very truly,

n. WESTLAND & RAEKES

“

By / >

DWL/bdc

Sa A 70 ie ‘ . a e. 1 Dron 4 4 7 pe

LO IRS Se” 5 1 5

5 8 / 5 ° ‘Pe

+7 (iad atu lee %%% Kr SS

(bu f4E e c 5. Syriac’ M. . 55

1535

GX K-49-b

* BERTRAND 8. FIELD

ge 2316 ENTCAPRISE da.

° RICHLAND, WASH. 99352

Mr, Dean Ww. Loney : ws

Loney, Westland & Rockcs

300 W. Kennewick Avenue

Kennewick, Washingtan 99336

Economic research & consulting Services rendered to

Orgonizers of

Columbie Center Nations) Bank

!! ⅛ð2 SOUT MACIIG SS MIO lB

OCAN w. (oc

JOHN A.WESTLANO

PHILIP Mm. RACKES

—

JOuN T. ROOSON, JR,

1536

5 LONEY, WESTLAND & RAEKES

5 ATTORNEYS AT LAW ee

. O. BOX eee

300 WEST KENNEWICK tot

KENNEWICK, WASHINGTON 99336

March 14, 1968

Mr. Robert Buck

National Bank of Commerce

PO Box 3966 :

Seattle, Washington

Re: Columbia Center National Bank

Dear Bob:

This is to advise you that I received a call

from Morris Smith, one of the incorporators

of the bank, advising that he has been offered

an opportunity to manage the Bon Marche in a

large shopping center in Ogden, Utah, and he is

therefore taking this opportunity and will be

moving from the Tri-City area on Friday, March

15, 1968,

The local bank examiner, Mr. Leonard Davis,

has been advised of this fact and he is changing

the file to show that Mr. Smith will, continue to

be a proposed organizer but will no longer be a

proposed director, . N

I also reteived a call from Mr. Erickson advising

that the 85) per square foot was a reasonable

figure t se as rental in the Center, This

information was conveyed to Mr. Leonard Davis.

He was also advised that this figure would be

in addition to the tenant improvements necessary

kor the operation of the bank. If for any

reason this is incorrect, would you please 5

let me know.

Very truly yours,

2. WESTLAND & RAEK ES

DL / bd e

ARCA cot soe

TEL CPHONE e

1537

, GX K-5l-a

LONEY, WESTLAND £ RAEKES

DEAN . LONEY . ATTORNEYS AT LAW Pre

7 8 . ©. Box o128 A CODE Soe

— 300 WEST KENNEWICK AveNde TELEPHONE Kez. rte:

KENNEWICK, WASHINGION un

March 20, 1968

Mr. Kenneth M. Leaf

Regional Administrator of National Banks

813 SW Alder St., Suite 601

Portland, Oregon 97205

~~

Re: Columbia Center National Bank

Dear Mr. Leaf:

« Enclosed for your files is copy of commit.

ment letter of hr. Robert Buck,

Thank you,

Yours vory truly,

LONEY, WESTLAND A RAEKES

DWL/bde by: Aste ow] .

5 encl:

cc: Robert buck

1538

~ GX K-Sl-b

THE NATIONAL BANK OF COMMERCE OF SEATTLE

You and I have discussed by telephone my conversations

last week with Mr. Leaf with respect to management of your pro-

light of Mr. Richard Anderson's decision to

In brief, for the record, we have

committed the National Bank of Commerce to supply for the

proposed bank such management as will be satisfactory to the

Comptrollers of the Currency. If this requires assigning

Someone from our present staff we are prepared to do so. It

is wy understanding that the Comptroller will not now, therefore,

require the name of the proposed Chief tive in order to

finish processing the application for the charter.

t it will be helpful in the Comptroller's consideration /

of the a you are authorised to furnish him with a copy

of this letter in attestation of our agreement.

: Sincerely,

0 .

*

af

s The’

a National

SECOND AVENUE AT SPRING STREET. Bank of

; . woes cote 206 Ain 2.0101 Commerc

Head Office. „ of Seattle

Mr. Dean W. Loney

Loney, Westiand & Koontz

300 Kennewick Avenue

Kennewick, Washington 99336

7

Dear Dean:

Enclosed in extreme confidence is a photocopy of

the resume on Richard E. Anderson, President of The First Bank

ef Cordova. I first met and was impressed by Dick at the

1

the opportunity to observe him and came to the conclusion chat ‘

‘he might be the kind of man for whom we are all looking. 1

you please look over his qualifications and

‘ments. Perhaps you would like to discuss them also with

Wat, although all of this must be done

4

b

As you can see from his picture, he is an engaging N

personality. His wife also is quite personable. Dick's manner

is easy and friendly. He is articulate, speaking clearly and

plainly. In brief, I think he would make a good man for our

branch system.

His present bank had deposits of $4,237,000.00 as oft

the end of the year. Dick Borer, the Chairman of the Board,

has relinquished most of the day-to-day operations of the bank,

eo Dick Anderson should be familiar with what would be required

of hin. I admit his experience has been short, but I think with

the assistance we could give him on investments, personnel, etc.

he probably would get along well. .

Dick plans to make e« trip to Chicago the first of July

and could stop off for an interview going or coming. However,

it might be ve could fly him down especially if it isn't possible

to wait that long.

—

°

es

rn

— —

Mr. Dean W. Loney - 2 June 1, 1967

Meanvhile, I learned from Andy this morning that

the statistical information has not yet gone forward to you,

but we are in the process of getting it together. A

. I will try-to keep you better informed now that I

am home agaif for a while.

1541 —

GX -e

Uke First Bank of Cordevy

— Cordovn, Alaskhu 9957%

WWE - Richard k. Anderson

E 32

un- January 14, 1935 in Austin, Minnesota. ; .

WRITAL STATUS - Wife Nancy and three daughters; Cynthia, Jean, & Stacey.

EMCATION - University of Minnesota & Mankato State College.

B. S. in Business.

te School in Economics & Psychology.

Pacific Coast Banking School! Completed first year 1966-1967.

r SERVICE - u. S. Navy with Honorable Discharge.

EXPERIENCE - Citizens State Bank of Gaylord, Minnesota 1961-1963.

Duties - Teller and loan officer. ;

First Nationa? Bank of Anchorage, Alaska (Oct. 1963-March 1966).

. Duties - Loan Officer (Ass t Cashier & Ass‘t Vice-President).

The First Bank of Cordova, Alaska.

Duties - Overall Operation (Vice-President March 1966 - July 1966).

President, caskter, & Director July 1966 to present.

WAKING ORGANIZATIONS - Former instructor in Economics and Business Administration.

Former director and instructor in the American Institute of

of Banking. ,

Chairman of the Audit Committee of the Alaska Bankers „ Assoc.

Member of the Legislative Committee of Alaska Bankers’ Assoc.

COMDNITY ACTIVITIES - Member of City Planning Commission. .

ö Director and Secretary-Treasurer of Chamber of Commerce.

Director of Cortella Coal Corporation.

Director of Cordova Christian Center.

Treasurer of 8. P. O. E. #1483.

Representative to Lions International.

Member of L. O. O. M. #1266.

Chairman of Heart Fund Drive.

. University of Minnesota "M" Club:

MBBIES ~ All sports activities.

oe 2 Lowey . ©. BOX e128 —

6—ͤ— — — WASHINGTON #9106

April 26, 1968

The Bon Marche

2265 Washington Roulevard

Ogden, Utah 84401

Attention: Morris J. Smith

Dear Morris:

Thank you for your letter of April 20, 1968,

IT am asking for clarification of the per-

mission for you to be a stockholder and will

advise you as soon as I have been able to re-

view this. I would hope that there would

de. no objection, but will let you know,

It's nice to hear from you and I wish you

all the dest.

Yours very truly,

a LONEY, WESTLAND & RAEKES

ö Du. / dae By: .

ec: Robert F. Buck 7

1543

GX K-53-a

“vm NATION/ L BANK OF COMMERCE OF KANNE

C OP ö =

Later: Dean: : ö

I have just talked with Mr. Boys who is sending a wire tonight

to Mr. deShazo saying he giving the Columbia Center National Bank

an extension to May 24, 1968 for our exclusive. invitation to establish

a bank.

——

@ letter dated Septexber 22, 1967 from Mr. H. E. Boys, Vice

President of Realbon to lr. Dean N. Loney, Agent

for the Coluxbia

This is the underlying letter dndicating that space

which will be forwarded to you. —

I. °

T. Robert F.

: Beecutive Vice Prosideat

TRP:we —

Enclosure

1544

Gx K-53-b

ALLIED STORES CORPORATION

401 FIFTH AVENUE

NEW YORK

r. o. Box 2232

Seattle, Washington 98111

Mutual 2-1604

September 22, 1967

Mr. Dean W. Loney, Agent — „

Columbia Center National Bank, .

Loney, Westland & Raekes .

P. O. Box 6125

Kennewick, Washington 99336

Dear Mr. Loney: 7

On several occasions you have made inquiries about space in our Columbia

Center project at Kennewick for the proposed Columbia Center National

Bank, with which you are affiliated.

As you know, Realbon owns approximately 80 acres of which we propose

to develop 50 acres immediately for a shoppitig center. This center is

in the planning stages at this time and the eventual building program

will include a J. C. Penney Company store, The Bon Marche and approximately

60 other retail establishnents. Consequently, there will be space for one

Commercial type bank. -

It is our hope that Columbia Centcr National Bank will be able to establish

its office in this center. We have had inquiries from other banks, but due

to the fact you have spoken to us first, it is our intention to make space

“available to only one facility. On that -basis you will have the first

opportunity. . . a .

We presently are setting up our leasing program and very shortly we will

be able to draw up firm leases for space in this center. At that time,

we will most certainly contact you. I fully understand, however, the lcase

cannot be drawn up unt I permission for the establishment of the bank has

been received from the Comptroller of the Currency. On the basis of our

previous meetings, I will hold space open for you until such time as your

denk will be approved by the Comptroller of the Currency, which I am hopeful

you will be able to secure.

Very truly yours, .

REALEO:: CO) TION 7

M. K. Boys

Vice Presfdeat

1545

Gx K~-54-a _ 8

——— „ NATION«L BANK OF COMMERCE OF 3EATTLE

cop

May 15, 1968

kr. Kenneth d. Leaf

Regional Adninistrator of Rat ſonal Banks

Thirteenth National Bank Regi on

813 8. W. Alder Street, Roca 601

Fort land, Orepon 97205

Dear Mr. Leaf:

Subject: Coluebie Center nations! Bank Applicetion

Sincerely yours,

Andrew Price, Jr.

‘Chairman

AP ive >

Enclosure

ce: lr. Dean u. Loney,

Mr. U. o. Price, Seattle

TLX T SATT. Fr WAS 8/1:

HR. T. id. At F. DESIAZO

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FOR PECISLON SY YOUR OFFICE J UNDERSTAND THIS PECLSION WIL

nx FORTICOAING VERY SHORTLY

88 H. T. Pove VICE PRESIDENT

2 .

57 REALRQX CORPORATION «

PAT] 66 3 8 N .

2275 . vv m: TX „n ö N ,

2 (146) 1

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POU A νν SEAS *

— ——— —

1547

GX K-55-a

25 = * NATION. u. BANK OF COMMERCE OF 3EATTLE

COPY °*

May 23, 1968

Mr. Thomas G. DeShazo

Deputy Corptroller of tho Currency

United Statce Treasury

Washington, D. C. 20220

Dear Mr. DeShazo;

Subject: Columbia Center Rat lonal Bank Application

Kennevick, Washington

You will find enclosed a copy of a letter addressed

by the omers of the Columbia Center at Kennowick, Wachington

to ltr. Dean u. Loney dotailing tha Progress being made in

leasing space in tha Shopping Center and tho status of its

construction to date.

A map is also attached showing in rod tho Bpcce

for which leases have been executed and in blue that space

covered by letters of intent. For your information, Ernat -

Malmo and Pay li Save Drugs, listed as “local conant a, are

part of a nultfml1ton dollar regional chain, with outlets

in Washington and Oregon, having financial stability equal

to that of some of the national tenants,

Te there is anything further we can supply to

assist you in your analysis of this application, pleace let

me know,

Sincerely yours,

Robort . Buck

Senior Vice President

RFBivs

1548

GX K-55-b

—_—, ~~ | NATION. d. BANK OF COMMERC: OF 3EATTLE

COPY

May 23, 1968

Mr. Kenneth M. Leaf

Regional Adminiutretor of National Banks

Thirteenth National Bank Region

813 8. Uu. Alder street, Room 601

Portland, Oregon 97205

Dear Mr. Leaf;

Subject: Columbia Center National Bank Application

Kennewick, Washington

Tho enclosed copy of a letter to Mr. DeShazo and

the attachments thereto should be self-explandtory, but if

you have any questions or want anything further on this

please let ma know.

Thanks for your consideration.

Sincorely yours,

Robert F. Buck

Senior Vice President

RFB:ws

Enclosures

ce: Mr. Dean V. Loney

RECE D

MAY 2 4 1968

COLUMBIA CENTER

RO. Bou 2232, See Wash 901) @ MU 2-1804

May 23, 1968

Mr. Dean M. Loney

Columbia Center National Bank

Loney, Westland and Raekes

. o. Box 6125

Kennewick, Washington 99336

Dear Mr. Loney:

so that you are well aware of the urgency of establishing your banking

facility in Columbia Center, I thought it necessary that I appraise you

of the progress of the job as it exists at this time.

We have received bids on all phases of the construction. I have divided

it into The Bon Marche building and the

The J. C. Penney Company has taken bids

shopping center including the mall.

for their structure so the total

project is now bid and contracts

will be awarded probably this week. All

of the utilities and site work have been done so ve can go into construction

of the structures imediately. I anticipate they will be well along toward

completion by January 1969. .

Our leasing program is well underway, and at the present time we have over

50% of the gross leasable area under lease exclusive of The Bon Marche and

the J. c. Penney Company which as you know are building their own buildings.

and certainly would be construed as leased Space. All of these tenants have

been inquiring about banking facilities and as yet, I have been unable to

give them a firm statement that you people will be the commercial banking

facility in this center. As you know, I have been reserving the space for

your facility in the center, and I will continue to reserve it for you due

to the fact that we feel you have a proprietory right to the location on

the site. Until such time as you tell me you cannot provide such à facility,

I will retain this site for your octupancy. N

I am enclosing a roster of the tenant's we now have under lease for your

information, as they will be probable customers of whatever banking facility

is established. I thought this would be of interest to you.

I wish to reiterate my feelings that

we hope you are successful in acquiring

your charter for this location.

have been turned down by the Cont

Until such time as you inform me that you

roller of the Currency, I will retain this

location exclusively for you.

Sincerely,

REALBON CORPORATION

K. E. Boys d

Vice President

1550

COLUMBIA CENTER

_

TENANT LIST AS OP MAY 21, 1968

The Bon Marche Lecal Tenant's Cont'd. :

J. C. Penney Company . Wades Men's Wear

National Chains: Hallmark 88

Florsheim Shoes ’ Lee Semon Men's Wear

Red Cross Shoes Hole n One Donut

Thom McAn Shoes . | Hammars Uniforms

Leed's Women's Shoes Flower Basket

Orange Julius | ; Squire Shop

Lerner Commitment Letters out:

Zale Jewelry Singer Sewing Machines

Local Tenants: ; Merle Norman Cosmetics

Ernst Hardware -Malmo 5 Woolworths

Pay'n Save Drugs |

Commercial Appliance Service

Kaymax Travel Agency

Hickory Farms

Shield's Books and Stationery

Dodson's Jewelry N

Carl's Family Apparel

Hazel's Candies

Jess Barber Women's Apparel

Patterson's Women's Apparel

THE ADMINISTRATOR OF NATIONAL BANKS

WASHINGTON

May 28, 1968

Mr. Robert F. Buck

Senior Mee President

The National Bank of Commerce

_ of Seattle

Seattle, Washington

Dear Mr. Buck:

Thie will acknowledge your letter of May 23, 1968 and

enclosures, in connection with the application filed by Mr.

Dean W. Loney and asecciates for a new National Bank at

ck, Washington =~ ..

This material has been made a part of the record

in connection with the subject proposal and will be carefully

considered in our appraisal of the application.

Sincerely yours,

‘Deputy Comptroller of the Currency

United States Treasury

DEAN w LOWEY

JONN A. WESTLANO

Pre mM. RACKES

JOnn T. ROSSON, JR.

1552

GX K-S?-a

LONEY, WESTLAND & RAEKES

ATTORNEYS AT LAW

enen. — ent

SOO WEST KRENNEWICHR AVENVE

_RENNEWICK, WASHINGTON 99336

June 7, 1968

Robert Buck

Senior Vice President

National Bank of Commerce of Seattle

PO Box 3966

Seattle, Washington

Re: Columbia Center National Bank

Dear Bob:

Enclosed is copy of telegram received from

Catherine May. You will be interested to notice

that you have apparently received a charter to

open a branch bank!

Yours very truly,

„ WESTLAND & RAEKES

ey

LEORAM

—

1553

GX K-$7-b

«A ~

ee duo BTB1S4) cut PDB BT .

. WASHINGTON de JUN, 5 NFT

DEAN LONEY me TEN

300 WEST KENNEWICK AVE KENNEWICK WASH

JUST INFORMED BANK OF COMMERCE KAS RECEIVED CHARTER FoR| BRANCH

BANK COLUMBIA SHOPPING CENTER. CONGRAULATIONS. _

CATHERINE . a

(CATHERINE MAY MEMBER CONGRESS)

usr PDT

;*

4

*

1554

ree _ GX K-S8

2 SKAOS2 (u KTAOOA) COLLECT, ;

5 wu KTA WASHINGTONDC — 339P EST

78 DEAN WRIGHT LONEY ht

“a _ 300,WEST KENNEWICK AVE TEL L 582-2191 KENNEVICK WASH

. PRELIMINARY APPROVAL GRANTED APPLICATION ro ORGANIZE NATIONAL

BANK AT KENNEWICK WASHINGTON UNDER = TITLE Nr CENTER

NATIONAL BANK®, LETTER FOLLOWS . itt,

“THOMAS 6 DESHAZO DEPUTY COMPTROLLER OF THE CURRENCY

—

THE ADMINISTRATOR OF NATIONAL BANKS

: WASHINGTON ,

June 6, 1968

Dear Mr. Loney: -

We are pleased to inform you that the Comptroller of the Currency

has granted preliminary of the application submitted by you and

approval

your associates to organize a National Bank as follows:

1556

-2-.

8. In addition to regular coverage, the have in force

N, ooo, ooo excess Fidelity Bond the date it opens for business.

This should be reflected in the minutes the meeting at which

regular coverage is purchased,

Directors: At the organization meeting of the incorporators the following

names should be submitted for election as interim directors:

Frederic William Albaugh

Pred Michael Cochrane

Glenn Norval Felton

Gerald Bugene Horrobin

Officers:

None. See Conditions above.

Financial and Biographical Reports of any officers should be

forwarded to Regional Administrator of National Banks Kenneth W. Leaf.

Banking Quarters: It is understood that the bank will be located in

Columbia Center. Please submit data with information as to the terms and

cost of the lease of bank premises and the estimated cost of furniture,

fixtures and equipment at this site to Regional Administrator Leaf. It

is expected that costs relative thereto will be kept within reasonable

at no cost to the bank,

National Bank Directors" and

“Instructions, Procedures, Additional

copies of these publications may be obtained

and $2.00 respectively. :

Forms and instructions to be used in the organization procedure are

enclosed. We invite your attention to page 1, paragraph 3 of the Instruc-

tions wherein the first phase of the organization should be completed

within fifteen days.

assure you that we shall de pleased to have you communicate with

time we can de of help to you and your associates in completing

Very truly yours,

Loon be

Deputy Comptroller_of the Currency

1557

— * NATriONAL BANK OF COMMERCE OF SEATTLE

COPY

June 11, 1968

Mr. Dean W. Loney, Organizer

Columbia Center National Bank

P. 0. Box 6125

Kennewick, Washington 99336

Dear Dean:

Tou were thoughtful to send me the copy of the

letter of instructions from the Comptroller. This will

make it easier to follow as wa go through this.

In order to complete our file, will you please

also sand a photostat of the June 3, 1968 telegram from

the Comptroller's Office indicating approval of your applic-

ation. 7

Everyone is pleased the Friday afternoon meeting

could be postponed. It probably would be a good idea to

begin thinking about a dete so we could give as much notice

of the meeting ae possible, but, I suppose we don't really

know how long it will take the Comptroller to approve the

proposed articles and to advise us we are free to go ahead.

What do you think? .

Sincerely yours,

=

Robert F. Buck

Senior Vice President

*

OCAN Ww. doc

JOHN A.WESTLAND

ente. RACKES a)

—

JOHN T, ROBSON, JF.

1558

Gx K-61

LONEY, WESTLAND & RAE KES

ATTORNCYS AT LAW onze Gudt 200

. ©, BOX 6:25 TELCPHOME sere,

300 WEST KENNEWICK AVENUE

k, WAS 5 99336

June 12, 1968.

Robert F. Buck

Senior Vice President

National Benk of Commerce of Seattle

PO Box 3966 .

Seattle, Washington

Re: Columbia Center National Bank

Dear Bod:

We enclose the following documents:

1. Original and four copies of

Articles of Association;

2. Original and four copies of

Organization Certificate.

Please have Mr, Hemphill and Mr. Stowell

sign both documents and all copies and return

all but one copy of each to me in order that

we may obtain the balance of the signatures.

After they heve been returned, I will have

Albaugh, Matheson, Felton and Broughton sign.

I am also sending a letter to Mr. Douglas

Graves as you suggeste and a copy will be forvard-

ed to you. :

As you know the meeting of the organizers must

take plece shortly after the papers are filed.

Fr. Cochrane is leaving the country for ebout a

month starting June 28 and I am vonder ing if

1559

Robert P. Buck - page 2 June 12, 1968

you would ask your people if a date detween

June 24 and June 28 would be acceptable for 5

a meet ing. I would suggest perhaps, Tuesday,

Wecnesday or Thursday of that week.

Please let me know.

Yours very truly,

LONEY, WESTLAND & RAEKES

DL / dae By:

encl: ,

1560

orn a CROP ERT ICE

Dear Dean:

Enclosed are the original and four copies of the

Articles of Association executed by Mr. Hemphill and Mr.

Stowell. You will note that I have marked lightly in pencil

the typing crrors on pages 1 and 2, which you are authorized

to correct, substituting new corrected pagas.

The four photostat copies of the certificate of

organization have’ been executed, and a now form of notariza-

tion eliminating the name of Mr. McGuire substituted, the

original of which you can substitute for the original (witich

1 hope you have by now found) which showed Mr. KcGuire also

to have signed,

According to my records, Mr. Broughton agreed to

purchase 125 chares of $100 par value stock at $160. per sharo

- for @ total consideration of $22,500.00. Our copy of the

biographical data submitted erroncously shows thie to have

been 225 shares for a total cost of $22,500.00.

Mr. Carrington has not been required to execute the

Articles, but our records show the amended application which

added him to the list of organizors, listed hin as subscribing

individually for 12 shares for a total of $2,160.00. Mr.

McGuire, also not signing because of his absence in Europe,

subscribed for 84 shares at a total consideration of $15,120.00.

Mr. Hemphill subscribed for 125 shares costing

$22,500.00, and Mr. Stowell io subscribing for 40 shares at

$7,200.00. Our copy of Mr. Stowell's biographical data showed

him es subscribing for 68 sheres for a total of $6,800.00, but,

obviously, this fe incorrect. lle has agreed to increase tho

—

1561

NATION, L BANK OF COMMERCE OF EA E

copneuge

LOOPY

June 13, 1968

* Mr. Dean . Loney - 2

6 .

total price to $7,200.00 to round out the number of shares at

40 instead of at a fractional number as would be

his subscription were limited to $6,

in

I am going to get this

- with you by telephone with respect to the date of the firet

meeting of the organizers. .

Sincerely yours,

Robert F. Buck

Senior Vice President

RFBiws

Enclosures

CAN N LONEY

— JOHN A. WESTLAND

PHILIP M. RACKES

—

JOUNM v. ROBSON, JR.

b bd By:

encl:

1562

_ GX K-63

LONEY, WESTLAND & RAEKES

ATTORNEYS AT LAW —

. BOK C125 TELE e

300 WEST KENNEWICK AVENUE

KENNEWICK, WASHINGTON 99396

June 14, 1968

Mr. Charles Broughton

300 M. Main 1

Dayton, Washington :

Re: Columbia Center National ban

Dear Mr. Broughton: ol

We enclose the original and four copies of

Articles of Association which should be. signed

by you. We are also enclosing the orig

and four copies of the Organization Certificate,

" Would yo please sign all copies of the: Articles

of AssoGiation and return to us. Please sign -

all copies of the Organization Certificate

before a Notary Public and return to us.

We would like these back as soon as possible

in order that they may be forwarded to the

Comptroller of Currency in Washington, D. C.

I hope this finds you in good health. de are

tentatively planning on a meeting of all of the

Ancorporators in Pasco at 3:00 p.m. on June

25 or 26. I hope that you will be able to

attend this meeting. We will let you know

the date as soon as it has been made definite.

Yours very truly,

LONEY., WESTLAND & BAEKES

—— m —

ec: Robert F. Buck

COPY

1563

Gy K-64

NATION L. BANK OF COMMERCE OF ;EATTLE

Head Office

Columbia Center National Bank

June 18, 1968

i. Robert F. Buck

Senior Vice President

Head Office

Following our conversation today I reviewed the Columbia

Center National Bank approval with Mr. Carlson. He feels that at

the appropriate time we should indicate that Mr. McGuire will be

Tf Mr. Graves is not finally interested in being president

of the Columbia Center National Bank, we should advertise and take

other steps to be helpful to Mr. Loney to find an experienced presi-

dent for the benk.

Andrew Price, Jr.

Chairman

*

s

1564

» 5) RONEY, WESTLAND, KOONTZ & RAEKES _

: ene e ö —

283

nenn 1 o re PU

— — , eee eee ee —

. ° * *

. 2 N ; es

* ‘

June 18, 1968

The Administrator of National Banks

United States Treasury

Washington, b. c. 20220

Attention: Mr, Thomas d. DeShazo

Re: Columbia Center National Bank

Dear Mr. de Sha tot

Thank you for your letter of June 6 1968, re-

ceived in our office on June 10, 1986.

| In accordance with the instructions we are

pleased to enclose duplicate originals of the

Artioles of Association and duplicate originals

of the Organization Certificate,

“These documents are signed by all of the appli-

p cants with the exception of Mr. Morris J. Smith

and Mr. Wilbur Harold McGuire,

Mr, Smith was the local manager of the Bon Marche

and it was planned that he would manage the new

Bon Marche in the Columbia Shopping Center.

During the time our application was on file,

Nr, Smith was offered the job managing the Bon

Marche Shopping Center in Ogden, Utah, and he

has since moved from the aroa and assumed these

duties,

Mr. McGuire is on an extended trip through Europe

and will not return within the time period

permitted,

We therefore respectfully request that the Articles

1565

Mr. Thomas 0, DeShazo - page 2 June 18, 1968

of Association be accepted as signed and that the

Comptroller grant us permission for a variation

in leaving off these two individuals. This will not

change the proposed Board of Directors in any way.

The conditions numbered one through eight in your

letter of June 6, are acceptable and will be

followed,

Mention was made of forwarding of the “Comptroller's

Manual for National Banks", This has not yet

been received, but we will send you the $25 as

soon as it arrives,

We shall appreciate your advice as to the

acceptability of the Articles of Association

and the Organization Certificate. If there is

any further information which you need, we

will be most pleased to send it right away.

Yours very truly,

LONEY, WESTLAND & RAEKES

.

*

DL / dae 27 By:

do: Mr. Kenneth Leaf

Mr. Robert Buck

encl:

— . ———— ͤ —́ꝛT—— —¼

1566

: GX K-66

LONEY, WESTLAND & RAEKES

ATTORNEYS AT LAW

SEAN Ww. LONcY ARCA CODE tay

JOnM A. WESTLARO N ©. BOX Gizs VELC PHONE Setuy

Perry mm. SACKCES 300 WHST KRENNEWICK AVENUE 5

. ROBSON, VA, KENNEWICK, WASHINGION 99396

N N RECEIVED

July 3, 1968 JUL 8

Robert F. Buck

Senior Vice President *

National Bank of Commerce ,

PO Box 3966

Seattle, Washington

Re: Proposed Columbia Center National Bank

Dear Bob:

Under separate cover we have forwarded the docu-

ments for the signature of the gentlemen on the

coast. As soon as these have been signed and

notarized, please return them and I will send

them on to Dayton for Mr. Broughton's signature,

and then on to Washington, D. C.

As I advised you on the phone, I am enclosing

a list of proposed persons in the area to contact

concerming purchase of steck. This list is the

result of a conference wi Lyle Beavers and

it is a long ways from being vomplete, but it

does give us a place to start.

Lyle suggests that we obtain a list of all of the

proposed local tenants in the shopping center

and give consideration to attempting to sell

some stock to each one of these in the hopes of

attracting their accounts.

I called for Mr. Rightmire but he was out. I left

word with his secretary for him to contact me and if

he has any suggestions, I'll pass them on.

N very truly,

EY, WESTLAND 4 RAEK ES

DL / dd

ene l:

ec: Lyle Beavers

1567

LIST OF POTENTIAL INVESTORS - Columbia Center National Bank

Henry Smith Businessman and wheat rancher

. Elmer Smith ö Wheat rancher

‘PatOxens =~ inessinaiand—wheat_rancher.

Richard D. Emory Manager of Valumart

Sid Lantor Owner and operator of Lantor's

7 Menswear

Sid Carl . . Owner and operator of Carl's

Clothing Stores

George Grant Grant Construction Company

Neil Lampson Lampson Equipment Rental Sales, Inc,

Robert Fisher Fisher's Pharmacy

Quillen family Horse Heaven wheat farmers

fe Mr. Hanson High Valley Orchards

—_*—JoIn_ceQregor = WR oresor- DandNand\ LiveStack-

A. vert Field doeononist = Atlantic Richfield

„ John Schultz and

L. Mk. Richard President and Vice President -

Atlantic Richfield

— Robert Phillip and Owners and operators - Tri-City Herald

Glenn Lee

eee L. RSA TALIA N

Maus WH O.

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LOPY

1568

NATION/ L BAnn OF COMMERCE OF. EATTLE

July 5, 1968

*

Mr. Dean M. Lonoy, Agent

Columbia Center National Bank

P. o. Box 6125

Kennewick, Washington 99336

Dear bean

Bnclosad are the original and three copies of the

Organization Certificate and original and ten copies of

Articles of Avsociation which the three Seattle men have

signed and which have been notarized. We hope this finally

ie satisfactory.

Mr. Frank A. Aberofeller, Assistant Vice President,

will be working with me in connection with the formation of

the new bank. Frank probably will telephone you to arrange

a dato for your visit next weck at which he and Mr. Jim

Dunham of our Oporating Department will go over with you the

various problems of location, lease, architect and contractors

as voll as anything else you may wish to develop.

Sincerely youre,

* ye

a)

R. F. Buck

\ Senior Vice President

nr

Enclosures

?.S. Reminder to put the date of signeture on the 11. copies

: of the Articles of Association.

GX K-67

1569

Gx K-68

LONEY, WESTLAND & RAEKES . .

. ATTORNEYS AT LAW - ak

— n. N —

— S acecs ‘ 200 WEST KECNNEWICK AVENUE

— 2h) KENNEWICK, WASHINGTON 99336

July 11, 1968

Robert P. Buck

Senior Vice President

National Bank of Commerce of Seattle

PO Box 3966

Seattle, Washington

Re: Columbia Center National Bank

Dear Bob:

Enclosed is copy of letter received this date

from Thomas G. DeShazo, and a fully executed

copy of Articles of Association as well as

a fully executed copy of Organization Certifi-

cate,

Yours very truly,

EY, WESTLAND & RAEKES

1570

Gx K-69

July 12, 1968

Robert P. Buck

Senior. Vice President

National Bank of Commerce of Seattle

PO Box 3966 :

Seattle, Washington 98124

Re: Columbia Center National Bank

Dear Bob:

This letter ia written following the meeting

with Frank Abersfeller and Jim Dunham in Seattle

on Thursday, July 11. —

In a discussion, certain matters were raised

which we felt should be called to your attention,

and the purpose of this letter is to set forth

these questions so that you may be giving them

consideration for purpose of discussing them at

our next informal meeting. These quostions are

as follows:

1. The shopping center owners have indicated

that they will just lease the bare ground and it

will be necessary that the bank obtain financing

for the purpose of constructing the building. Your

building officials..believe that the minimum sized

space required would be approximately 5000 square

feet, and a rough estimate of the cost of the building

improvements and special equipment would be in the

neighborhood of $150,000 to $200,000,

2. The proposed site is somewhat questionable

and we are wondering if further steps should be

-taken in order that a better location might be

obtained. ;

3. We need a clear definition and understanding

of the management responsibilitics as between the

directors of the unit bank and the nanagenent of

the National Bank of Commerce. For instance, many

1571

Robert . Buck’ page 2 = July 12, 1968

of the steps taken initally will have ea ‘bearing

on the long range operation of the bank many years

after it has changed from a unit bank to a branch

bank, / ex would seem to make better economic sense

that all plans point to the long range operation

rather than the short term unit operation.

4, .Should the organization expense be taken

from the paid-in surplus and profits or should

it be added to the price of each share of stock?

5. Realbon Corporation has raised the question

of the identity of the person signing the lease.

Apparently the officers want the lease signed by

NBC rather than the Columbia Center National Bank.

6. It 4s necessary that an architect be employed,

7. That it be possible to work very closely

with your computer center and tie all of the unit

operations into the National Bank of Commerce

computerized processing center,

8, We need to prepare a detailed agenda of the

organizational meeting and also the meeting of

the directors following.

9. The duties of the directors and the help

that we expect from them should be carefully detailed,

10, We should agree upon the format of a circular

for the stock offering, the terms of the stock sub-

scription agreenent and the identity of those stock-

holders whom we believe will bring added businees

to the dank. 55 ;

11. A delegation of the responsibilities for

seeing that all the many details are performed in

order that the bank will. have everything necessary

when it opens, N

12. We should also agree upon a target date for

the opening.

I am sending a letter to the organizers of the bank

in this area asking that they be giving consideration

1572

Robert F. Buck page 3 July 12, 1968

to a list of potential stockholders and we will

try and have that list completed by the time the

organizational meeting takes place,

Before this meeting, however, it would certainly

be helpful to me if we could spend some time das-

cussing these various points.

Please give me a call at your convenience,

Yours very truly,

LONEY, WESTLAND & RAEKES

DWL/bde By: p

encil:

PS: Enclosed for your file is a copy of the

instructions received from the Comptroller's office.

ot N LONEY

JOuM A.WESTLAND

pune ». RACKES

——

Jonn T. ROBSON, JR.

. voice 8 H Buck

Ml DON arn FOC The — N owner al, indicated =“ 78

jean

„Ne

Aor] ~

CS Back

ey

e BY

Rk wT US.

R.

(CD

sb GANS

Se THe

er

which we felt should be called to your attention,

1573

GX K-70

Price Dep. Ex. 7 - Loney Dep. Ex. 2

LONEY, WESTLAND & RAEKES

ATTORNEYS AT LAW ARCA CODE S08

. O. GOK 6125 TELEPHONE e.

3200 WEST AER HE WICK AVENVE

KEMMEWICK, WASHINGTON 99336

July 12, 1968

Robert F. Buck

Senior Vice President 2

National Bank of Commerce of Seattle

PO Box 3966

Seattle, Washington 98124 -

Re: Columbia Center Mational Bank

Dear Bob:

This letter is written following the meeting

with Frank Abersfelle: and Jim Dunham in Seattle

on Thursday, July 11.

In a discussion, certain matters were raised

and the purpose of this letter is to set forth

these questions so that you may be giving them

consideration for purpose of discussing them at

our next informal meeting. These questions are

as follows:

70 H tet,

that they will just lease the bare ground and it

will be necessary that the bank obtain financing

for the purpose of constructing the buildings. Your

building officials believe that the minimum sized

space required would be approximately 5000 square .

feet, and a rouch estimate of the cost of the building,

improvements and special equipment would be in the

neighborhood of $150,000 to $200,000.

2. The proposed site is somewhat questionable

and we are wondering if further steps should be

taken in order that a better location might be

obtained.

3. We need a clear definition and understanding

of the. manazement responsibilities as between the

directors of the unit bank and the manarement of

the National Bank of Commerce. For instance, many

1574

Robert F. Buck page 2 July 12, 1968

of the steps taken initally will have a bearing

on the long range operation of the bank many years

after 1t has changed from a unit bank to a branch

bank. It would seem to make better economic sense

that all plans point to the long range operation

rather than the short term unit operation.

ev / ve 4, Should the organization expense be taken

1 from the paid-in surplus and-Prefits-er should

4 1? 39 1t be added to the price of each share of stock?

i!

N ae . Real bon Corporation has raised the question

~ al [RP . ot the identity of the person signing the lease.

opts ; will. e. Apparently the officers want the lease signed by

5 40 ee NBC rather than the Columbia Center National Bank.

6. It is necessary that an architect be employed,

N 7. That it be possible to work very closely

2 with your computer center and tie all of the unit

V. operations into the National Bank of Commerce

2— computerized processing center.

organizational meeting and also the meeting of

Whe directors following.

; 13 9. The duties of the directors and the help

+ ~/ that we expect from them should be carefully detailed.

A 10. We should agree upon the format of a circular

— .., hy, for the stock offering, the terms of the stock sub-

ews 1. 41 * a scription agreement and the identity of those stock-

aad C holders whom we believe will bring added business

Pee ws to the bank. O crow vs. LF MONK

7 pol a mee | LAIN enke Det, wool = a

4 8, We need to prepare a detailed agenda of the

yen it opens.

* 12. We should also agree upon a target date for

Vv rt the opening. —

600 1 am sending a letter to the organizers of the bank

in this area asking that they be giving consideration

1575

Robert P. Buck page 3 July 12, 1968

to a list of potential stockholders and we will

try and have that list completed by the time the

organizational meeting takes place.

Before this meeting, however, it would certainly

de helpful to me if we could spend some time dis-

cussing these various points.

Please give me a call at your convenience.

Yours very truly,

LONEY, STLAND & RAEKES

DWL/bdc N By: Gav:

encl:

PS: Enclosed for your file is a copy of the

instructions received from the Comptroller's office.

1576

GX K-71

Buok Dep. Ex. 3

LONEY, WESTLAND & RAEKES

ot aN w. LONEY ATTORNEYS AT LAW 8

n A. WESTLAND N O. BOX G26 TELEPHONE 8

PHILIP M. RACKES 300 WEST KENNEWICK AVENVE .

JON . 0 IA. KENNEWICK, WASHINGTON 99336

July 12, 1968

——

Robert F. Buck o wh

Senior Vice Fresident aes

National Bank of Commerce of Seattle

PO Box 3966 85

Seattle, Washington 98124

Re: Columbia Center National Bank

Dear Bob:

This letter is written following the meeting

with Prank Abersfeller and Jim Dunham in Seattle

on Thursday, July 11.

In a discussion, certain matters were raised

which we felt should be called to your attention,

and the purpose of this letter is to set forth

these questions so that you may be giving them

consideration for purpose of discussing them at

our next informal meeting. These questions are

as follows:

1. The shopping center owners have indicated

that they will just lease the bare ground and 11

“will be necessary that the bank obtain finanging

for the purpose of constructing the building. Your

‘building officials:believe that the mini sized

space required would be approximately 50 square

feet, and a rough estimate of the cost the building

improvements and special equipment would be in the

neighborhood of $150,000 to $200,000 5

2. The proposed site is somewhat questionable

and we are wondering if further steps should be

taken in order that a better location might be

. obtained 8. N

7.

3, We need a clear definition and understanding

of the management responsibilities as between the

directors of the unit bank and the nanagenent of

the National Bank of Commerce. For instance, many

— *

-

| 1577

Robert PF. Buck page 2 July 12, 1968

of the steps taken initally will have a bearing

on the long range operation of the bank many years

after it has changed from a unit bank to a branch

bank. It would seem to make better economic sense

that all plans point to the long range operation

rather than the short term unit operation.

4, Should the organization expense be taken

from the paid-in surplus and profits or should

it be added to the price of each share of stock?

5. Realbon Corporation has raised the question

of the identity of the person signing the lease.

Apparently the officers want the lease signed by

NBC rather than the Columbia Center National Bank.

6. It is necessary that an architect be employed,

7. That it be possible to work very closely

with your computer center and tie all of the unit

operations into the National Bank of Commerce

computerized processing center. 2

8. We need to prepare a detailed agenda of the

“organizational meeting and also the meeting of

the directors following.

9. The duties of the directors and the help

that we expect from them should be carefully detailed.

10, We should agree upon the format of a circular

for the stock offering, the terms of the stock sub-

scription agreement and the identity of those stock-

holders whom we believe will bring added business

to the bank. 4

11. A-Gelegation of the responsibilities for

seeing that all the many details are performed ‘in

order that the bank will have everything necessary

when it opens,

12. We should also agree upon a target date for

the opening. N

I am sending a letter to the organizers of the bank

in this area asking that they be giving consideration

1578

Robert F. Buck page 3 July 12, 1968

to a list of potential stockholders and we will

try and have that list completed by the time the

organizational meeting takes place.

Before this meeting, however, it would certainly

de helpful to me if we could spend some time die-

cussing these various points.

Please give me a call at your convenience,

Yours very truly,

LONEY, ND & RAEKES

DWL/bdc By:

PS: Enclosed for your file is a copy of the

instructions received from the Comptroller's office.

RLS: jg 7-10-G8 Rev.

— *

COLUMBIA CENTER LEASE WITH

COLUMBIA CENTER NATIONAL BANK

— ———

This lease, dated this day of 1968

between REALBON CORPORATION,~a Washington Corporation, as”

“Landlord,” and COLUMBIA CEXTER NATIONAL BANK, as “Tenant,”

is upon the following terms and conditions:

Sec. 1. Promises Demised: Landlord leases to Tenant

and Tenant leases from L ord certain premises hercinafter -

referred to as “the premises,“ that is, the premises dos-

cribed in Exhibit “A-1" hereto and outlined in red on the

Plan of the Shopping Center attached as Exhibit A“ hereto,

The term “Shopping Center," as used herein, shall moan the

Shopping Center located on that certain real property in

Benton County, Washington, the legal description of which

is set forth in that certain instrument recorded in Volume

236, page 148, records of the Auditor of said county.

Sec. 2. Term: The term of this lease shall comme nce

on August I, Ted and end on July 31, 1989.

Sec. 3. Construction of Improvements: Tenant shall

construct a bank building On the premises at its own ex-

pense in accordance with the plans and specifications

prepared by John Graham & co., architects and engincers.

The exterior of said building shall be compatible with the

buildings in the Shopping Center and the design of the bank

building shall be subject to the approval of Landlord, which

approval shall not be unreasonably withheld. Tenant shall,

at its own expense, install on its premises the necessary

sidewalks, planters and curbs, The Tenant shall also_install

the necessary storm drains on its premises. Landlord will,

at its expense, pave with asphalt the parking areas on the

demised premises.

‘Sec. 4 Rent: Tenant agrees to pay to Landlord at

such place as Landlord may from time to time designate

rentals as follows: ;

(a) No rental shall be payable until July 1, 1969

. or until the bank on the demised premises ope..s

for business, whichever is earlier, Any rentcis

payable until July 1, 1969 shall be payable ax

the rate of $600 per month. — —

(b) For the three years of the term hereof comnencing

July 1, 1969, Seve. Thousand Two Hundred Dollars

($7,200) per year,

1580

For the next seven (7) yoars of the torm

of this lease, Nine Thousand Nine Hundred

Sixty-Five Dollars ($9,965.00) per yoar;

For the next five (5) years of the term

of this lease, Eleven Thousand Two Hundred

* Porty+One Doliars ($21,241.00) per year;

For the next six (6) years of the tern

of this lease, Twelve Thousand Nine Hundred

Twenty-Seven Dollars ($12,927.00) per year.

The rental for each year shall be payable in twolve

(12) monthly. installments. . anything

herein contained, no rental shall be payable by

Tenant until July 1, 1969 or when the Shopping Center

opens for business, whichever is earlier.

Sec..5. Use of Premises: Tenant may use and .

occupy the premises only Yor the purpose of conducting

the business of a commercial bank and for no other

purpose without the written consent of Landlord,

Sec. 6. Conduct of Business: Tenant shall not

leave the premises unoccupied or vacant. Tenant shall

keep its bank open during the usual and customary hours

for banks to be epee in the Tri-Cities area.

Sec. 7. Care of W Tenant shall keep

the premises under its control, clean and free from

rubbish and dirt at all times and shall store all trash

and garbage within the premises and arrange for the

picking up of such trash and garbage. Tenant shall:

not burn any trash of any kind in or about the premises.

8. WMerchants' Association: Tenant agrees

that 7 . eens and Tema In Guring the entire term

ot this lease a member of the Merchants' Association

which shall consist of Landlord and those doing business

in the Shopping Center. The purpose of said association

shall be the geherai furtherance of the business interests

of the Shopping Center as a whole and include advertising,

promotion and special events calculated to benefit the

Tenants of the Shopping Center. The association shall

make its own rules and regulations with respect to such

matters. Tenant shall pay monthly its proportionate

share of the expenses of said association and its

activities,

RLS: jg 7-10-GS Rev.

2585 terer Fixtures, Tenant shall not

install exterior lighting fixtures, shades or awnings

or do any oxterior decoration or Painting, or make any

structural alterations without the provious writton

consent of Landlord,

and Advertising Media: Tenant

y us or advertising media or

window or door lettering or placards visible from out-

side the premises without the t

of Jandlord. Tenant agrees at its own expense to

design sign panels and signs in accordance with the

style for sign panels and signs adopted by Landlord

for the Shopping Center and to install and thereafter

maintain the signs so designed. Tenant agrees not to

use any advertising media that shall be objectionable to

landlord, such as loudspeakers, photographs or radio

broadcasts in a manner to be heard outside the premises,

without the written permission of Landlord,

Upon request of Landlord, Tenant shall immediately

remove any Sign, light, advertisement, marquee, awning

or other display which Tenant has placed or permitted

to be placed on or about the premises, without consent

of Landlord, which in the opinion of Landlord is objec-

tionable, offensive, or not in good taste, and, if Tenant

shall fail to do so, Landlord may enter the premises and

remove the same at the expense of Tenant.

Sec. 11. Common Areas Defined: The term “common

areas“ as use erein shail mean the parking areas, land-

scaped areas, driveways, truckways, areaways, roads,

walks, curbs, corridors, malls, public toilets, public

stairs, ramps, elevators, escalators, shelters, bus ;

stations, and public lounges as located and laid out |

from time to time in the Shopping Center, and other

parking areas designated from time to time by Landlord

for use by Tenant's customers, together with the parking

areas on the demised premises,

.

Sec. 12. Use of Common Areas: Landlord hereby

grants to Tenant and to its employees, agents and cus-

tomers and invitees the non-exclusive right for and

during the term of this lease to use the parking area and

other common areas as from time to time constituted, such

use to be in common with all other occupants of the

Shopping Center, whether as tenants or as owners and

their employecs, agents, customers and invitees. The

parking area and other common areas are as shown on tae

plan of the Shopping Center attached as Exhibit "A"

hereto. The unrestricted right is reserved to make changes

*.

—

2

. 1582

in the parking areas and in the common areas, pro-

vided however, that the designated parking area shall

not be decreased by more than ten per cent (10%) of

the area so designated at the commencement of this

lease without, substituting other parking areas equal

to or greater in area and reasonably accessible to the

Tenants of the Shopping Center. Any such substituted

arcas may be elevated, surface, or subterranean. Land-

lord shall have the right to make such changes in the

Plan of the Shopping Center attached as Exhibit "A"

hereto as Landlord deems necessary and consistent with

the purposes and intent evidenced by said plan, and,

in respecc thereto, shall have the right to erect such

additional buildings or structures and such planter

boxes, fountains, and other landscaping devises or

features and shall have the right to erect such pro-

motional and other displays within the common areas

as Landlord may from time to time deem desirable.

No barriers shall be erected to separate the

parking areas on the premises from the parking areas

in the balance of the Shopping Center.

Sec. 13. Control of Common Areas: Parking areas

and other common areas in the Shopping Center (other

than the parking areas on the premises) shall at all

times be subject to the exclusive control and manage-

ment of Landlord. Landlord shall have the right, from

time to time, to establish reasonable rules and regu-

lations with respect to the parking areas; to construct

surface or elevated parking areas and facilities; to

establish, and from time to time to change, the level |

of parking surfaces; and to close all or any portion of

said areas or facilities to such an extent as may, in

the opinion of the Landlord's counsel, be legally suffi-

cient to prevent a dedication thereof or the accrual

of any rights to any person or to the public domain.

— Within five (5) days of written notice from Land-

Lord Tenant shall furnish Landlerd the automobile

license numbers assigned to its cars and the cars of

all its officers and employees employed in the premises.

Landlord shall have the right to designate the portions

of the parking area where Tenant and its officers and

employees may park their cars.

Sec. 14. Comnon Area Charze: The “common area

charge“ is ceiinea as Lanalora’s actual gross cuosis

and expenses of every kind or nature incurred by Lasac-

lord by reason of Landlord's ownership and/or operation

*

~

ogo

1583

of the common areas. Such gross costs and expenses

shall include, but shall not be limited to, the costs

of operating, maintaining, lighting and policing and

the costs of repairs and replacements to the conunon

areas, the real estate taxes payable on the common

areas, liability insurance covering the common areas,

assessments levied on the common areas, and, a reason-

able allowance for the depreciation of maintenance

equipment used in public area maintenance, plus a

charge of fiteen percent (15%) of such gross costs

and expenses. Tenant shall pay its proportionate

share of the common area charge on the following basis:

Calculawe the number of units in the premises, with

each square foot of mall level area equaling one unit,

and each square foot of upper or lower level area as

one-half unit. Calculate the number of units in the

Shopping Center with each square foot of mall level

of all occupied space (whether or not adjoining the

Mall) equaling one unit and each square foot of upper

or lower level areas of occupied space as one-half

unit. The mezzanine shall be considered as upper

level space. The total costs and expenses referred

to in this Section shall be multiplied by a fraction,

the numerator of which is the number of units in the

premises and the denominator of which is the number of

units in the Shopping Center. The resulting sum shall

be Tenant's proportionate share of the common area

charge.

All charges payable by Tenant under this section

as a common area charge shall be paid in advance at the

Same time and place as herein provided for the paynrent

of the fixed minimum rent. Such charges shall be equal

to one-twelfth (1/12th) of the total of Landlord's

reasonable estimate of such charges for the first year

the Shopping Center is open and, after such first yc.-,

shall be an amount equal to one-twelfth (1/12th) o.

the total charges for the previous twelve-months period,

adjusted to reflect Landlord's reasonable estimate of

anticipated increases or decreases in such charges.

Appropriate adjustment shall be made for any period

less than a full year. .

Sec. 15. Tenant's Insurance: Tenant, at ts

sole expense, Sha procure and maintain in full force

and effcct public liability insurance including con-

tractual liability coverage with limits of not less

than two hundred and fifty thousand dollars ($250, 000.00)

per person, five hundred thousand dollars ($500, 000. oo)

per occurrence, and fifty thousand dollars ($50,000.00)

for property damage, insuring against any and all lia-

bility of Tenant with respect to the premises or usec

or occupancy thereof.

1584

All insurance policies shall be issued by

companies satisfactory to Landlord, and any such

insurance policy shal: expressly provide that the

insurance company shall notify the Landlord in

writing at least ten (10) days prior to any alter-

ation or cancellation thereof. Each such policy, or

a duplicate, or appropriate certificate evidence

thereof, shall be delivered to Landlord,

Sec. 16. Release and Subrogation: Each of

the parties hereto hereby waives any and all rights

of action for negligence against the other party

hereto which may hereafter arise for damage to the

premises, to property therein, or the right to use

and occupancy, resulting from any fire or other

casualty of the kind covered by standard fire in-

Surance policies with extended coverage, regardless

of whether or not or in what amounts such insurance

is now or hereafter carried by the parties hereto,

or either of then.

Sec. 17. Utilities: Tenant agrees to pay or

cause to be paid all charges against Landlord for

gas, water, sewer, electricity, light, heat or power,

telephone or other communication service used,

rendered or supplied upon or in connection with the

premises throughout the term of this lease and to

indemnify the Landlord and save it harmless against

any liability or damages on such account.

Sec. 18. Assigoment and Subletting: Tenant _

shall not assign or in any manner transfer this lease

or interests herein without the previous consent of

Landlord and shall not sublet the premises or any

part thereof or otherwise allow anyone to occupy the

premises without like consent. Consent by Landlord

to one assignment of this lease or to any subletting

of the premises shall not operate as a consent to

a subsequent assignment or subletting.

Sec. 19. Eminent Domain: If the whole of the

premises es hered y leased shall be taken dy any public

authority.under the power of eminent domain, then the

tern of this lease shall cease as of the day possession

is taken dy such public authority and the rent shali

be paid up to that date. If only a part of the pre-

mises shall be taken uncer eminent domain and the re-

ma inder of the premises not so taken can be made tenant-

able for the purpose for which Tenant has been using

the premises, then this lease shill continue in full

1 3

-6-

/

LT

1585

force and effect as to the remainder of said premises

and all of the terms herein provided shall continue

in effect, except that the rental shall be reduced

in proportion to the amount of the premises taken.

Sec. 20. Default of Tenant: If any rental or

other sums payable by Tenant to Landlord shall remain

unpaid for more than ten (10) days after same are due

and payable, or if Tenant shall violate or default in

the.performance of any of the other covenants, agree-

ments, stipulations or conditions herein, and such

violation or default shall continue for a period of

ten (10) days after written notice by Landlord to

Tenant of such violation or default, then without

prejudice to any other remedies which Landlord might

have, Landlord may, at its election, declare this lease

forfeited and the said tern ended, and re-enter the

premises, with or without process of law, and to renove

all persons or chattels therefrom. Landlord shall not

‘be liable for damages by reason of such re-entry, but

notwithstanding such re-entry by Landlord, the liability

of Tenant for the rent or other charges provided for

herein shall not be extinguished for the balance of

the term of this lease, and Tenant agrees to make good

to Landlord any deficiency arising from a re-entry and

re-letting of the premises at lesser rentals and other

charges than herein reserved and Tenant shall pay such

deficiencies each month as the amount thereof is ascer-

tained by Landlord. In case of such re-entry, Landlord

may re-let the premises upon such terms as to it may

seem fit and for a term which may expire either before

or after the expiration date of this lease. It is

further understood that Tenant will pay, in addition

to the rentals and other sums agreed to be paid here-

under, such additional sums as the court may adjudge

reasonable as attorney's fees in any suit or action

instituted by Landlord to enforce the provisions of

this lease, or the collection of the rentals due Lanc-

lord hereunder. :

: 1586

Sec. 21. Tenant's Payables as Rent: All

amounts payable by Tenant to Landlord hereunder, in-

Cluding amounts paid by Landlord in behalf of Tenant

and reimtursable to Landlord, and whether specifically

called rcat or not, shall be deemed to be rent and in

respect thereto Landlord shall have and enjoy all

remedies provided under the laws of the State of

Washington and under Section 20 hereof with respect

to the collection of rent. All such amounts shall

bear interest at the rate of eight per cent (8%) per

annum from the date of any delinquency in payment

thereof to the date paid. ’

Sec. 22. Waiver: One or more waivers of any

provision of this lease by Landlord shall not be con-

Btrued as a waiver of a subsequent breach of the same

provision, and the consent or approval by Landlord to .

or of any act by Tenant requiring Landlord's consent

or approval shall not be deemed to waive or render un-

necessary Landlord's consent or approval to or of any

subsequent similar act by Tenant. The subsequent

acceptance of rent shall not be deemed a waiver of

preceding breach, nor may any portion of this lease

be waived either by Landlord or Tenant except by appro-

priate written instrument. N

—

. Sec. 23. Expansion: After the initial building

is built on the promises Tenant may thereafter expanc

Said builcing so long as the ratio of six (6) parking

areas for euch 1,000 square feet of gross building

area is maintained. 8

Sec. 24. Utilities Lines: Landlord, at its own

expense, shall bring all utility lines to the perimcter

of the premises and Tenant shall, at its own expense,

extend the lines on the premises to its building.

Sec. 25. Pa nt of Taxes, Assessments and

Carrying Cha: ses: Landiora Shali take such steps as

are necessary tO have the premises scparately assessed

-8-

1587

by all taxing authorities. Tenant Shall pay as

additional rent before any fino, penalty, intérest

or cost may be added thereto for the non-payment thereof

all real estate taxes payable curing the term of this.

Yeaso or any extension thereof and ‘othéF governmental

rges, general and special; or ordinary and extra-

0 ary, unforeseen as well as foreseen, of any Kind

“and nature whatsoever, including assessments for “pub-

FGvements hereafter levied on the premises and

becoming payable during the tern ‘of this Tease br any

“extension thereof, If any such assessments are” pay-~

„Able in installments, then Tenant shall only be obligated

to pay the installment becoming due during the term of

this lease or any extension thereof, Real estate taxes

for the year in which the term of this lease or any

extension thereof ends shall be. prorated as between

Landlord and Tenant.

If at any time during the term of this lease

under the laws of the State or any political subdivision

thereof in which the premises are Situated, a tax or

excise on rents or other tax however described is levied

or assessed by said state or political subdivision

against the Landlord or the annual rent payable here-

under, Tenant covenants to Pay and discharge such tax

or excise on rents or other tax but only to the extent

of the amount thereof which is lawfally assessed or

imposed upon Landlord and which was so assessed or

imposed as a direct result of Landlord's ownership of

the premises or of Landlord's interest in this lease

or of the rentals accruing under’ this lease, it being

the intention of the parties hereto that the rent to

be paid hereunder shall be paid to Landlord absolutely

net without deduction of any nature whatsoever, fore-

seeable or unforeseeable, except as in this Lease

otherwise expressly provided. The Payment to be made

by Ten:.:t pursuant to this section shall be made before

any fine, penalty, interest or cost may be added thereto —

for the non-payment thereof. Such tax or excise on

rents or other tax shall be deemed to be an item of

additional rent hereunder,

Sec. 26. Option to Extend. Tenant, if not in

default in the periormance 517 any of its obligations

hereunder, shall have the option to extend this lease

for an additional period of ten (10) years upon the

same terms and conditions as herein expressed except

that the annual rental for such extended term shall

.

—8—

1588

be an amount ( not less than Twelve Thousand Nine

Hundred Twenty-Seven Dollars ($12,927.00) per year)

as is arrived at by negotiation between the part ies,

or, in licu of agreement, by arbitration in a manner

as hereinafter provided. Tenant, if not in default

in the performance of any of its obligations hereunder,

shall have the option to extend this lease for an

additional ten (10) year period beyond the first ten

(10) year option period, In the event the first option is

exercised, upon the same terms and conditions as

herein expressed except that the annual rental for

such extended term shall be such sum ( but in no

event less than the rental for the last year of the

first ten (10) year option, period) as may de agreed upon

by Landlord and Tenant, but in lieu of such agreement ,

such sum as may be arrived at by arbitration in the

manner as hereinafter provided.

If the parties are unable to agree on the

rental for either of the ten (10) year option periods,

then the rental shall be determined by arbitration

unde: the rules and procedures of the American

Arbitration Association then in effect.

Sec. 27. Destruction and Restoration: Tenant

further agrees that in case of Gamage to or destruction.

of the building on the premises, it will promptly,

without cost to the Landlord, repair, restore and ‘

rebuild the same as nearly as possible to the condition

that the building was in prior to such damage or 3

destruction,. If within two (2) years of the expira-

tion of the term of this lease or any renewal term,

the building on the premises shall be destroyed or

damazea ( such an extent that the restoration theres!

will cost an amount in excess of the insurable value

of the building just prior to the said destruction .

and Tenant shall not be willing to expend any sums in ex-

cess thereof for the purpose of restoring such destruc-

tion or damage, then Tenant shall, with reasonable

pronptness, notify Landlord of such fact in writing

within sixty (60) days after such damage or destruction..

In the event that Tenant elects not to expend any such

sums 2S afcresaid, then (a) tais lease shall cease

and c to an end on a day to be specified in said

notice, which date shall not be more than ten (10) days

‘after tuc date of delivery of such notice, and Tenant

.

—.

-10-

; 1589

- Shall make payment of all rent and other charges

payable by Tenant hereunder, justly apportioned to the

date of such termination, and (b) Tenant shall pay

to Landlord an amount of money equal to the insurable

value of the building just prior to damage or destruc-

tion, which money shall belong to Landlord.

Except as otherwise specifically provided

herein, damage to or destruction of any portion of

all of the buildings, structures and fixtures upon

the demised premises, by fire, the elements or any,

cause whatsoever, whether with or without fault on the

part of Tenant, shall not terminate this lease or

entitle Tenant to surrender the premises or entitle

Tenant to any abatement of or reduction in the rent

payable, or otherwise affect the respective obliga-

tions of the parties hereto, any present or future law

to the contrary notwithstanding.

Sec. 28. Successors and Assigns: Subject to

the provisions of Section 18 hereor, all of the pro-

visions of this lease shall be binding and inure to

the benefit of and shall apply to the respective

assigns and legal representatives of Landlord and

Tenant, respectively. .

Sec. 29. Notices: All notices in this lease

provided to be given by either party hereto to the *

other shall be deemed to have been given, when made in

writing and deposited in the Unites States mail, ~ —

certizied and postage prepaid, and addressed as follows:

‘TO LANDLORD: p. o. Box 2232 5

: ‘Seattle, Washington 98111

TO TEXANT: On the leased premises.

The <ddress to which any notice, demand or other

writing may be given, made or sent to either party may

be changed by written notice given by such party as

above provided. . —

—

“ie

1590

Se... 30. Bank Exclusive:: Landlord shall not rent

any space in the Shopping Center for use as 2 commercial

dank. This shall not exclude use of space for a mutual

savings dank or a savings and loan association,

IN WITNESS WHEREOF, the Landlord and the Tenant

have signed their names and affixed their seais the day

and year first above written. :

. REALBON CORPORATION

3

ATTEST: Vice President

Secretary

COLUMBIA CENTER NATIONAL BANK

: By

ATTEST: ‘

-12-

1591

ex K-72-b

RLS: j¢ 7-10-68 Rov. |

GUARANTY

The undersigned, THE NATIONAL BANK OF COMMERCE OF

SEATTLE, a National. Bank, in order to induce REALBON

for REALBON CORPORATION entering into said lease,

does hereby guarantee to REALBON CORPORATION that

Columbia Center National Bank Shall faithfully perform

all of the terms and conditions of said lease to be

kept and performed by the Tenant and, Specifically,

that such corporation shal? pay, according to its

terms, all rentals and other charges payable under

and pursuant to the terms of said lease.

The undersigned further agrees that no concession,’

waiver, modification or indulgence on the part of REALBON

CORPORiTION or its Successors and assigns granted to said

lessee corporation with respect to the performance of

DATED this day of g „ 1968.

THE NATIONAL BANK OF COMMERCE

OF SEATTLE

—

By

1592

GX K-72-b-1

STATE OF WASHINGTOX)

COUNTY OF K I N G)

On this day of „ 1968, before me personally

appeared u. F. BOYS, to me Known to be the Vice President of

’ REALSON CORPORATION, the corporation that executed the within

and foregoing instrument, and acknowledged the said instrument

to be the free and voluntary act and deed of said corporation

for the uses and purposes therein mentioned, and on oath stated

that he was authorized to execute tie said instrument, and that

the seal affixed is the corporate seal of said corporation,

IN WITNESS WHEREOF, I have hereunto set my hand and affixed

my official seal the day and year last above written,

'

Notary Public in and for the State

of Washington, residing at Seattle

STATE OF WASH NGTON )

ss. 2

COUNTY OF

On this day of » 1968, before me personally

appeared 9 tS me known to be the |

Of COLUMBIA CENTER NATIONAL BANK, the

corporation that executed the within and ioregoing instrument, and

acknowledged the gaid instrument to be the free and voluntary act

and deed of said corporation for the uses and purposes therein

mentioned, and on oath stated that he was authorized to execute

the said instrument, and that she seal affixed is the corporate

seal of Said corporation. 0

IN WITNESS WHEREOF, I have hereunto set my hand and affixed

my official seal the day and year last above written.

Notary Public in and for the State

of Washington, residing at

1593

RLS: jg 9-3-68 GX K-73 °

Price Dep. Ex. 4

COLUMBIA CENTER AGREEMENT OF LEASE

WITH

KING COUNTY BUILDING co. \

This lease, dated this lith day of rr, 1968,

between REALBON CORPORATION, “a ington corporation, as

“Landlord,” and KING COUNTY BUILDING Co., a Washington corpora-

tion, as “Tenant,” is upon the following terms and conditions:

Sec. 1. Premises Demised: Landlord leases to Tenant

and Tenan eases from ord certain premises hereinafter

referred to as “the premises," that is, the Premises des-

cribed in Exhibit A1“ hereto and outlined in red on the

plan of the Shopping Center attached as Exhibit "a" hereto,

The term “Shopping Center," as used herein, shall mean the

is set forth in that certain instrument recorded in Volume

236, page 148, records of the Auditor of said county.

Sec. 2. Term: The term of this lease shall commence as

of August I, Ted and end on July 31, 1999,

subject to the approval of Landlord, which

approval shall no

*

sidewalks, planters and curbs. The Tenant shall also install

the necessary storm drains on its premises, Landlord wi 11,

at its expense, pave with asphalt the parking areas on the

8 *

Sec. 4 Rent: Tenant agrees to pay to Landlord at

such place as Land

lord may from time to time designate

rentals as follows:

(a) No rental Shall be payable until July 1, 1969

or until the bank on the demised premises opens

for business, whichever is earlier, Any rentals

payable until July 1, 1969 shall be Payable at

the rate of $600 per month. a

(>) For the three years of the term hereof Commencing

. July 1, 1969, Seven Thousand Two Hundred Dollars

($7, 200) per year. '

—— —

1594

(c) For che next seven (7) years of the term

of this lease, Nine Thousand Nine Hundred

Sixty-Five Dollars ($9,965.00) per year;

(a) For the next five (5) years of the term

of this lease, Eleven Thousand Two Hundred

Forty-One Dollars @11,241.00) per year;

(e) For the next six (6) years of the term of

this lease, Twelve Thousand Nine Hundred

Twenty-Seven Dollars ($12,927.00) per year.

(t) For the next ten (10) years of this lease,

Fifteen Thousand Dollars ($15,000.00) per year.

The rental for each year shall be payable in twelve (12)

monthly installments. Notwithstanding anything herein

contained Tenant shall not be obligated to pay more than

$600.00 per month as rental until the Shopping Center is

open for business.

Sec. 8, Use of Premises: Tenant may use and occupy

the premises only for the purpose of conducting the busi-

ness of a commercial bank and for no other purpose without

the written consent of Landlord.

Sec. 8. Conduct of Business: Tenant shall, except

where prevented by circumstances beyond its control, con-

tinuously cause to be operated a banking business on the

premises, observing banking hours reasonably consonant

with those maintained by major commercial banks in the '

Tri-Cities area. Nothing herein contained shall be deemed

to require Saturday or Sunday openings, nor to unreasonably

restrict the fixing of banking hours. .

Sec, 7. Care of Premises: Tenant shall keep t

premises under its control, clean and free from rubbish

and dirt at all times and shall store all trash and

garbage within the premises and arrange for the picking

up of such trash and garbage. Tenant shall not burn any

trash of any kind in or about the premises.

Sec. 8. Merchants! Association: Tenant agrees that

the occupant of the premises Will become and remain during

the entire term of this lease a member of the Nerchants'

Association which shall consist of Landlord and those doing

business in the Shopping Center. The purpose of said associa-

tion shall be the general furtherance of the business in-

terests of the Shopping Center as a whole and include

advertising, promotion and special events calculated to

benefit the tenants of the Shopping Center. The association

shall make its own rules and regulations with respect to such

matters. The occupant of the premises shall pay monthly its

proportionate share of the expenses of said association and

its activities. — ;

-2-

1595 A

Sec. 9. Exterior Fixtures, Tenant shall not

install exterior ghting fixtures, shades or awnings

or do any exterior decoration or painting, or mako any

structural alterations without the previous written

consent of Landlord,

Sec. 10. Signs and Advertising Media: Tenant

shall not install any signs or erer fag media or

* window or door. lettering or placards visible from out-

side the premises without the previous written consent

of Landlord, Tenant agrees at its own expense to

design sign panels and signs in accordance with the

style for sign panels and signs adopted by Landlord

for the Shopping Center and to install and thereafter

maintain the signs so designed, Tenant agrees not to

use any advertising media that shall be objectionable to

landlord, such as loudspeakers, photographs or radio

broadcasts in a manner to be heard outside the premises,

without the written permission of Landlord.

Upon request of Landlord, Tenant shall immediately

remove any sign, light, advertisement, marquee, awning

‘or other display which Tenant has placed or permitted |

to be placed on or about the premises, without consent

of Landlord, which in the opinion of Landlord is objec-

tionable, offensive, or not in good taste, and, if Tenant

shall fail to do so, Landlord may enter the premises and

remove the same at the expense of Tenant,

Sec. 11. Common Areas Defined: The term “common

areas“ as used herein mean @ parking areas, land-

scaped areas, driveways, truckways, areaways, roads,

walks, curbs, corridors, malls, public toilets, public

stairs, ramps, elevators, escalators, shelters, bus

stations, and public lounges as located and laid out

from time to time in the Shopping Center, and other

parking areas designated from time to time by Landlord

for use by Tenant's customers, together with the parking

areas on the demised premises.

Sec. 12. Use of Common Areas: Landlord hereby

grants to nant an © its employees, agents and cus-

tomers and invitees the non-exclusive right for and

during the term of this lease to use the parking area and

other common areas as from time to time constituted, such

use to be in common with all other occupants of the

Shopping Center, whether as tenants or as owners and

their employees, agents, customers and invitees... The’

Parking area and other common areas are as shown on the

plan of the Shopping Center attached as Exhibit A“

hereto, The unrestricted -right is reseryed to make. changes

“ine —

2

1596

RLS: jg 9-53-68

in the parking areas and ia the common areas, pro-

vided, however, that the designated parking area shall

not be decreased by more than ten percent (10%) of

the area so designated at the commencement of this

lease without substituting other parking areas equal

to or greater in area and reasonably accessible to the

tenants of the Shopping Center. Any such substituted

areas may be elevated, surface, or subterrancan. Land-

lord shall have the right to make such changes in the

Plan of the Shopping Center attached as Exhibit "A"

hereto as Landlord deems necessary and consistent with

the purposes and intent evidenced by said plan, and,

in respect thereto, shall have the right to erect such

additional buildings or structures and such planter

boxes, fountains, and other landscaping devices or

features and shall have the right to erect such pro-

motional and other displays within the common areas

as Landlord may from time to time deem desirable.

No barriers shall be erected to separate the

parking areas on the premises from the parking areas

in the balance of the Shopping Center.

Sec. 13. Control of Common Areas: Parking areas

and other common areas in the opping Center (other

than the parking areas on the premises) shall at all

times be subject to the exclusive control and manage-

ment of Landlord. Landlord shall have the right, from

time to time, to establish reasonable rules and regu-

lations with respect to the parking areas; to construct

surface or elevated parking areas and facilities; to

establish, and from time to time to change, the level

of parking surfaces; and to Close all or any portion of

said areas or facilities to such an extent as may, in

the opinion of the Landlord's counsel, be legally suffi-

cient to prevent a dedication thereof or the accrual

of any rights to any person or to the public domain.

. Within five (5) days of written notice from Land-

lord, Tenant shall furnish Landlord the automobile

license numbers assigned to its cars and the cars of

all officers and employees employed in the premises.

Landlord shall have the right to designate the portions

of the parking area where Tenant, its sub-tenant, and

their officers and employees may park their cars.

Sec. 14. Common Area Charge: The “common area .

charge” is defined as Landlord's actual gross costs

and expenses of every kind or nature incurred by Land-

lord by reason of Landlord's ownership and/or operation

\

—

4

1597

1 8 IK 100

*

of the common areas. Such ron costs and expenses

» © all include, but shall not be limited to, the costs

« Operating, maintaining, Lighting and policing and

the costs of repairs and replacements to the common

arcax, the real estate taxes payable on the common

areas, liability insurance covering the common arcas,

“assessments levied on the common areas, and, a reason-

able allowance for the depreciation of maintenance

equipment used in public area maintenance, plus a

charge of fifteen percent (15%) of such gross costs

and expenses, Tenant shall pay its proportionate

share of the common area charge on tho following basis:

Calculate the number of units in the premises, with

each square foot of mall level area equaling one unit,

and cach square foot of upper or lower level area as

one-half unit. Calculate the number of units in the

Shopping Center with each square foot of mall level

of all occupied space (whether or not adjoining the

Mall) equaling one unit and each square foot of upper

or lower level areas of occupied space as one-half

unit. The mezzanine shall be considered as upper

level space. The total costs and expenses referred

to in this Section shall be multiplied by a fraction,

the numerator of which is the number of units in the

premises and the denominator of which is the number of

_ units in the Shopping Center. The resulting sum shall

be Tenant's proportionate share of the common area

charge.

All charges payable by Tenant under this section

as & common area charge shall be paid in advance at the

Same time and place as herein provided for the payment

of the fixed minimum rent. Such charges shall be equal

to one-twelfth (1/12th) of the total of Landlord's ~

reasonable estimate of such charges for the first year

the Shopping Center is open and, after such first year,

shall be an amount equal to one-twelfth (1/12th) of

the total charges for the previous. twelve-months period,

adjusted to reflect Landlord's reasonable estimate of.

anticipated increases or decreases in such charges.

Appropriate adjustment shall be made for any period

less than a full year.

Sec. 15. Tenant's Insurance: Tenant, at its

sole expense, 5 procure and maintain in full force

and effect public liability insurance including con-

tractual diability coverage with limits of not less

than two hundred and fifty thousand dollars ($250,000.00)

per person, five hundred thousand dollars ($500, 000. 00)

per occurrence, and fifty thousand dollars ($50, 000.00)

for property damage, insuring against any and all lia-

bility of Tenant with respect to the promises or use

or occupadcy thereof,

-5-

1598

RLS: jg 9-3-68

All insurance policies shall be issued by

companies satisfactory to Landlord, and any such

‘insurance policy shall expressly provide that the

insurance company shall notify the Landlord in

writing at least ten (10) days prior to any altecra-

tion or cancellation thereof, Each such policy, or

a duplicate, or appropriate certificate evidenced

thereof, shall be delivered to Landlord,

Sec. 16. Release and Subrogation: Each of

the parties hereto hereby waives any and all rights

of action for negligence against the other party

. hereto which may hereafter arise for damage to the

premises, to property therein, or the right to use

and occupancy, resulting from any fire or other

casualty of the kind covered by standard fire

insurance policies with extended coverage, regard-

less of whether or not or in what amounts such

insurance is now or hereafter carried by the parties

hereto, or either of then.

Sec. 17. Utilities: Tenant agrees to pay or

cause to be paid all charges against Landlord for

gas, water, sewer, electricity, light, heat or power,

telephone or other communication service used, rendered

or supplied upon or in connection with the premises

~ throughout the term of this lease and to indemnify the

Landlord and save it harmless against any liability or

damages on such account.

Sec. 18. Assignment and Subletting: Tenant

shall not assign or 15 any manner ler this lease

or interests herein without the previous consent of

Landlord and shall not sublet the premises or any _

part thereof or otherwise allow anyone to occupy the

Premises without like consent. Consent by Landlord

to one assignment of this lease or to any subletting

of the premises shall not operate as a consent to a

Subsequent assignment or subletting. Landlord does

hereby consent to the subletting of the premises to J

Columbia Center National Bank, or the subletting of the

premises or the assignment of this lease to any other

bank organized under the banking laws of the State of

Washington or the United States. Notwithstanding any

such subletting or assignment, Tenant shall remain

liable for all obligations under this lease.

— *

1599

Sec. 19. Eminent Domain: If the whole of the.

. premises hereby leased shall bo taken by any public

authority under the power of eminent domain, then the

-term of this lease shall cease as of the day possession

is taken by such public authority and the rent shall

be paid up to that date. If only a part of the pre-

- mises shall be taken under eminent domain and the re-

mainder of the premises not so taken can be made tenant-

able for the purpose for which Tenant has been using tle

premises, then this lease shall continue in full force and

. effect as to the remainder of Said premises and all of

the terms herein provided shall continue in effect, *

except that the rental shall be reduced in proportien

to the amount of the premises taken,

due and payable, or if Tenant shall violate or default

in the performance of any of the other covenants, agree-

ments, stipulations or conditions herein, and such vio-

lation or default shall continue for a period of thirty

(30) days after written notice by Landlord to Tenant of

such violation or default, or if such default canno

be cured in thirty (30) days and Tenant fails to use

reasonable diligence to cure such default, then without

prejudice to any other remedies which Landlord might

have, Landlord may, at its election, declare this lease

forfeited and the said term ended, and re-enter the

premises, with or without process of law, and to remove

211 persons or chattels therefrom. Landlord shall not

be liable for damages by reason of such re-entry, but .

notwithstanding such re-entry by Landlord, the liability

of Tenant for the rent or other charges provided for

herein shall not be extinguished for the balance of

the term of this lease, and Tenant agrees to make

to Landlord any deficiency arising from a re-entry and

re-letting of the premises at lesser rentals and other

charges than herein reserved and Tenant shall pay such

deficiencies each month as the amount thereof is ascer-

tained by Landlord, In case of such re-entry, Landlord

may re-let the premises upon such terms as to it may

seem fit and for a term which may expire either before

or after the expiration date of this lease, In any

action to enforce any provision of this lease, including

the collection of rentals, the provailing Party shall

be entitled to a reasonable attornoy's fee to be fixed

by the court. 0 N N ee el

. . ~ . 2s . N .

1 . ay

—7—

1600

Sec. 21. Tenant's Payables as Rent: All amounts

payable by Tenant to Landlord hereunder, including

‘amounts paid by Landlord in behalf of Tenant and roinm- .

bursable to Landlord, and whether specifically called

rent or not, shall be deemed to be rent and in respect

thereto Landlord shall have and enjoy all remedies

provided under the laws of the State of Washington and

under Section 20 hereof with respect to the collection

of rent. All such amounts shall bear interest at the

. rate-of eight percent (8%) per annum from the date of

any delinquency in payment thereof to the date paid,

Sec. 22. Waiver: One or more waivers of any

provision of this lease. by Landlord shall not be con-

strued as a waiver of a subsequent breach of the same

provision, and the consent or approval by Landlord to

or of any act by Tenant requiring Landlord's consent

or approval shall not be deemed to waive or render un-

necessary Landlord's consent or approval to or of any

subsequent similar act by Tenant. The subsequent

acceptance of rent shall not be deemed a waiver of

any preceding breach, nor may any portion of this

lease be waived either by Landlord or Tenant except

by appropriate written instrument.

Sec. 23: Expension: After the initial building

is bu on premises Tenant may thercafter expand

said building so long as the ratio of six (6) parking

areas for each 1,000 square feet of gross floor area

is maintained on the premises.

: Sec. 24. Utilities Lines: Landlord, at its own

expense, shall bring all utility lines to the perimeter

of the premises and Tenant shall, at its own expenso,

extend the lines on the premises to its building.

Tenant shall not be obligated to pay rentals until

the utility lines have been brought to the por inotor

of the property. gree

Sec. 25. Pa

nt of Taxes, Assessments and Carryin

Charges: a such steps as are necessary

Bi ave the premises separately assessed by all taxing

‘authorities. Tenant shall pay as additional rent before

any fine, penalty, interest or cost may be added thereto

„tor the non-payment thereof, all real estate taxes pay-

‘able during the term of this lease or any extensio

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